Majesty
by Paradise the Librarian
Summary: The story of the filly, who will grow to become the most powerful mare in all of Ponyland. How she became the queen of Dream Valley, and saved the ponies she would one day rule. Guest starring Applejack, and several other surprising ponies who will make this mare the pony she is today!
1. Chapter 1

The Queen You Know, The Mare You Don't

 _Heavy is the head that wears the crown._

How very simple that innocent little phrase is, yet how much truth it contains within its words. Being a leader is never easy, and the more power and responsibility that leader bears, the harder it is for that leader. Well, I live under the rule of the one pony such a position may be the hardest for, and it is always sad to see the pressure that rule always seems to put upon her. it is amazing that such a noble pony has such incredible patience.

It also saddens me, that a great deal of this grief comes from her own subjects; ponies whom she rules over and protects, to the best of her ability. But instead of being grateful and reverent for all of the sacrifices our beloved monarch makes for them, my fellow ponies seem to do their best to make her live even more miserable. Even now, as I trot past the entrance to the throne room, I can hear two obstinate mares are inside, whining to the Queen about a problem they could have easily solved between themselves.

"Blast it, Surprise! I wanted this to be a _formal_ party! Why did you hang all those silly banners and bows and balloons in the grand ballroom!" Glory the unicorn complains, stamping her hoof angrily as she stands before the throne. "My queen, could you please tell her that we want the duke of Maretonia's visit to be a special event, and not the farce she wishes to reduce it to?"

"Awww, you're just a big boring old grump!" The white Pegasus flapping on the other side of the throne whines, looking to our ruler like a wronged child seeking approval from a parent. "Tell em' the duke and duchess wanna have a good time, queenie!"

"Both of you, please! This is a matter that is easily solvable!" The white unicorn with a blue and white streaked mane declares, raising a hoof to silence them both. "Glory, allow Surprise to have some fun and revelry making _after_ your banquet! Surprise, please save your silliness and practical jokes until _after_ Glory's elegant feast is complete!"

"As you wish, my queen." Glory bowed reverently to the mare with the golden crown upon her head. "Though I still don't see why a court jester like Surprise has any business arranging a party."

"You got it, Queenie!" Surprise bowed to the white unicorn with the blue flower print cutie mark on her flank. "As long as grouchy old Glory doesn't spoil all my fun again!"

The two turn to leave the throne room, and I see our queen rubbing her temples with her hooves. It saddens me greatly to see two fully grown ponies, both of whom are friends and would have come to the same conclusion on their own if they had only tried to sort it out themselves, have to waste the time of a sovereign who already has enough to worry about with constant goblin attacks, diplomatic disputes with other confederacy city states, and hearing more important grievances her own other subjects have.

My name is Tornado, and I am a unicorn stallion that lives in the kingdom of Dream Valley. We are a city-state of about five million ponies, located in the heart of Ponyland. Our small kingdom is ruled from Dream Castle, a mighty citadel built deep in the heart of the mastificent forest. We were the first modern kingdom to be founded on the continent , and therefore proudly boast of being the oldest state in the Ponyland confederacy, the federation of allied states carved out of the empire of the ancients when the old kingdom fell under waves of barbarian invaders... barbarians who just happen to be our ancestors.

As to the ruler I am now watching sit on her throne, she is her royal highness, Queen Majesty XIV- known to us, her subjects, simply as Majesty. She is descended from a long bloodline of monarchs, going all the way back to the unicorn royal family from before the kingdom of the ancients, a royal house founded by Queen Sunsparkle herself, the fist monarch to ever rule over other ponies. Our queen wasn't chosen to lead us by ascending to alicornhood, she was born into it.

Not wanting to bother our already troubled sovereign, I try to quietly trot away so as not to disturb her. But my soft steps do not escape the ears of our ever-vigilant ruler.

"Tornado, come into my throne room please." I hear our monarch command, in her usual gentle-but-firm tone. "I know you are there, historian."

"Nothing escapes your notice, my queen." I reply respectfully, trotting into the throne room, and bowing low before her. "How may I be of service?"

Even standing before such a magnificent pony is intimidating, and not because the queen is intimidating, bu the powerful artifact she wears. For upon her head Majesty bears the golden crown, the powerful artifact that can simply make the queen's will a reality, simply by her thinking of it. In my time in Dream Castle, I've seen her do everything from turn whole armies of trolls to stone, to defeating two alicorns at once simply by blasting them with the crown's power. Forget rainbows and friendship beams, this queen has the most powerful weapon ever seen by ponykind- one of her ancestors even _killed_ the tree of harmony with it!

And that's the kind of reputation my queen has earned herself, a reputation as a ruthless warrior-queen who uses force instead of friendship to solve her problems, and bullies other ponies into doing what she wants. Majesty is frowned upon by the ponies of Equestria (a kingdom of ponies that exists to the south of Ponyland), as a queen who destroys and kills her enemies instead of reforming them. That is our queen; loved by the ponies of Dream Valley, and feared and hated by everyone else.

"Tornado, I have been meaning to summon you for some time." Majesty sighed, beckoning me to have a seat on the dais before her throne. "Levitate that quill and parchment before you, for I wish for you to record another historical narrative I have for you."

"What is it this time, my queen?" I ask her, having as seat and using my unicorn levitation to dip my quill into the vial of ink. "A tale of your mother, the previous queen, from the Dragon Wars?"

"No, Baron Tornado, I have an even more important story for you to relate." She tells me with a sigh, sitting back and reclining upon her velvet cushioned throne. "For the tale I am about to relate to you... it is my very own.


	2. Chapter 2

A charming Fillyhood

"My princess, would you please sit up straight, and stop goofing around!" Satin 'N Lace snapped angrily. "The sooner we get through this diplomatic visit, the sooner you can go and spend time with your friends!"

As was usual for the little filly, Princess Majesty simply ignored her nanny's pleas, slouching in her chair, and using her magic to levitate the can of soda she was slurping loudly. It wasn't like the old mare had anything _interesting_ to say, just another dull lecture on how 'she needed to pay more attention', or 'it was her duty to study politics, and see how her mother handled situations'. Majesty had heard it all before, and she hated that she had to waste her precious time with this aging windbag again. again.

"Aw, quit being such an old nag!" Majesty whined at the pink earth pony. "It's not like the ambassador from Fort Rainbow Dash will have a major freakout if I'm not on my best behavior!"

"But you know better, my princess!" The exasperated nanny snapped at the teen filly. "I didn't raise you to be some ill-mannered ruffian, and I'm not going to have you embarrassing myself or the royal court, at this auspicious banquet!"

The two were seated at a long table, covered with napkins and silverware that had been carefully placed. For such a young and energetic filly, being trapped in one place like this for so long was really turning out to be a royal pain. But this had been her entire life; be bossed around by this old nag, being told where to go, what to eat, and how to dress. Majesty couldn't remember a day in her whole life when grumpy old Satin wasn't there to yell at her for doing something wrong. She would even barge into the Dream Castle schoolroom during lessons, and drag the princess out to lecture her on some stupid little thing Majesty had done the day before.

All of this nagging and complaining she had to put up with! And worst of all, she didn't even get to enjoy the perks of being a royal princess! According to custom, she had been raised as a commoner so she could understand how average ponies lived. Which meant no servants, no ordering ponies around until she came of age... nothing. The little bit of time she got to spend with her friends was like a divine gift from the B'zekre the horsemaster himself!

"Aww, looks like the little princess got yelled at again." A purple colt with a golden crown teased her from across the table. "Better behave yourself, or nanny might give you a spanking!"

"Buzz off, Fireflight!" She told the annoying prince, sticking out her tongue at him. "I don't need your stupid remarks right now!"

"Now, princess Majesty! That is no way to talk to your brother!" Satin 'n Lace snapped. "If you cannot say anything nice, please refrain from saying anything at all!"

Ugh... her brother, the spoiled prince with no cares or responsibilities in the world. Being a male, nothing was expected of him, and he had no cares or responsibilities in the world. Fireflight spent most of their time together teasing his sister, a fact that did nothing to endear him to her.

"Whoah, Maj! Check out the geek squad!" Her bother commented, pointing a hoof to the banquet hall's entrance arch. "Looks like the Fort Dash delegation decided to show up in full colors!"

Sure enough, the ponies from Fort Dash arrived in togas, chitons, and full centurion and hoplite armor trotted into the room gracefully, making their may to the banquet table. Majesty and Fireflight's mother, the queen, trotted up to greet the new arrivals, and bowed.

"Honored Guests, I am happy to welcome you to Dream Valley." The queen bowed her head politely, as the delegates respectfully did the same" I hope you all enjoy your stay here, and are happy to be your humble hosts..."

But as her mother droned on and on, Majesty noticed a young stallion trotting among the members of the delegation. The princess was stunned; blue mane and tail, bow tie cutie mark on a perfectly curved flank... and those _eyes_. Those deep, brownish-pink eyes that almost seemed to be staring into her soul... Majesty couldn't take her eyes off of him, and stared, as if in a trance.

"Hey sis, you all right?" Fireflight asked, poking her with a fork from across the table. "You're acting like you've become a zombie or something."

"Huh? Oh, it's that colt over there, the blue one in the entourage." Majesty sighed, snapping back to reality. "I can't believe he's so darn _cute_."

"Oh, him? That's Tux and Tails, the Margrave of Fort Dash's son." The prince explained. "I met him before at the royal youth of Ponyland summit last year. Really cool dude, has an awesome weapons collection." Fireflight grinned wickedly. "And apparently, my kid sister has a crush on him."

"I do not!" Majesty protested, trying to hide her blush. Still she couldn't stop looking at him, and as the delegation approached, the young colt suddenly turned, trotted over towards her, and bowed.

"Hello my lady." Prince Tux greeted her, taking Majesty's hoof and kissing it. "I am surprised to see such beauty on display here in Dream Valley."

"I...um...eek!" Majesty's brain broke, and a surge of magic suddenly exploded from the teen princess's horn. Every torch and candle in the room suddenly flared up, and every light bulb and glass fixture in the banquet hall exploded into shards. The sprinkler system came on, and panicked ponies were running in every direction, as total chaos broke out in the diplomatic dinner.

"A practical joke! Dream Valley dishonors our visit with a practical joke!"

"They'll pay for this outrage! I'll make sure the Fort Rainbow Dash senate never approves that barter treaty now!"

"Wow, nice job, sis!" Fireflight declared, nearly falling out of his chair as he laughed his flank off. "You managed to set back diplomatic relations with Fort Dash for years!"

And as Satin 'n Lace shot her a murderous glare, Majesty slowly sunk down into her chair, holding back tears, and wishing she could just disappear.


	3. Chapter 3

Scolding

"I am so sorry, my queen!" Satin n' Lace pleaded, kneeling before the throne. "I had no idea she was going to do something like that! I certainly didn't teach her such rude and ill-mannered behavior!"

Majesty and her nanny had both been called before the queen of Dream Valley. The two had been summoned before their sovereign after the fiasco with the Fort Dash dignitaries, and Majesty could tell her mother was not very happy about what had happened, at all. Seeing two sets of disapproving eyes on her at once, the princess felt like she wanted to just crawl away somewhere and hide.

"Diplomatic relations with Fort Rainbow Dash have been severely damaged, the royal house of Dream Valley's reputation has been sullied, and my daughter has given the gossips at the various royal courts plenty to chew over with her overly obvious childish crush." Her mother's voice stated, in a flat but obviously angry tone. "I thought I hired you to train my daughter properly for the position and responsibility she must one day hold."

"Well, I do try, your highness... but it can be difficult at times." Satin declared, stumbling over her words as she tried to figure out an excuse. "She can be very stubborn and headstrong, just as you were at that age."

"But I assumed you would be able to handle that, Satin n' Lace. That is why I gave you the honor of being my little girl's governess in the first place." The queen's voice rang with a slight tone of disapproval. "I am greatly disappointed that this is not the case."

Satin winced, Majesty saw the pressure her lifelong caretaker was under. Suddenly, a great surge of anger rose up in the young princess, and this time she turned it on the mare who had seemed so intimidating to the princess her entire life.

"Hey! Instead of blaming her for me turning out rotten, why don't you try taking a look in a mirror sometime!?" Majesty snapped, jumping in front of Satin n' Lace. "At least she went through the effort and hard work of actually raising me- you know, the thing my _mother_ was supposed to do?!"

"Your highness, I am so sorry about this!" Satin n' Lace pleaded, jumping in front of the filly. "Young lady, that is quite enough of that tone! You do not speak to your mother the queen in such a-"

"You stay out of this, you glorified babysitter!" Majesty levitated Bright Bouquet into the air, easily tossing her aside. "All my life you've shushed me up when I tried to speak to my mother, but now she's going to hear me."

"I can hear you quite well, my daughter." The queen replied coolly, in the only indifferent voice Majesty had ever heard her mother speak in. "And I believe the servants throughout the castle can hear you, as well."

"I don't freakin' care! This is the first time in my entire damned life you've ever even spoken to me outside of formal events!" Majesty started to cry, staring up at her mother in anger. "You were too damn busy ruling your stupid kingdom, doing your stupid business to ever stop by your own daughter's room at night for a talk, or even to give her a hug! Oh, but you had time to be all affectionate with Fireflight, didn't you? All he had to do was shed a tear, and you were there!"

"Your brother is a weak male, he needs more emotional support and attention than we do." The queen replied coldly. "I thought you would be emotionally mature enough to handle things on your own growing up. Obviously, I was mistaken."

"Obviously! You never thought to try to talk to _me_ about this, not even once?!" Majesty snapped, glaring at her mother. "Oh no, that would've ruined your whole 'dispassionate and detached' queen thing you got going, wouldn't it, mom?"

"Majesty, please, don't do this!" Satin n' Lace pleaded, trotting up behind her again. "Let's go back to your room, and-"

"Satin, I am eighteen years old now; I am your princess, not your charge any longer." Majesty turned towards the governess. "If you do not stand back there and be quiet, I swear I will use my magic to toss you out the window, and into the moat!"

A look of horror spread across the former governess's face, as if she were seeing her young charge for the first time. Taking a step back, Satin 'n Lace fell silent, and said nothing more.

"Hm, it seems you are already learning how to be a proper queen of Dream Valley, my dear." Her mother noted, a hint of pride showing in her monotone voice. "Perhaps Bright Bouquet did raise you properly, after all."

"I don't want to be a 'proper' queen, I don't want to be anything you want me to be!" Majesty, snarled, turning away from her mother angrily. "The only thing I want is to be away from Dream Valley, and away from the two of _you!_ "

"So be it then, my daughter, you shall have your wish." The queen stated again, in here usual solemn tone. "You shall be far away from this place, and on your own. I believe it's time you see the world for how it truly is, my daughter. And I warn you... you may not like what you find."

...

Not many ponies saw the white and blue teen princess leave the castle, nor did many of those ponies even notice she was gone. So little attention was paid to the heir to the throne that few other equines would have noticed she was even missing. Not that Majesty would have cared if they had noticed anyway; she preferred the solitude that anonymity among her mother's own subjects gave her.

 _Good riddance to this stupid place._ Majesty though to herself, looking back at the castle that had been the only home she had ever known. _I hope I never see it again._

She knew why her mother had let her go; the queen thought her daughter was soft, and would easily crack, and come galloping home crying. But she'd show her mother, she'd show them all. Princess Majesty would stand on her own two hooves and trot, no matter how weak other ponies thought she was! Princess Majesty didn't need anybody, she would survive all by herself!

No matter how much it hurt...


	4. Chapter 4

Among Friends

"Stupid mom, stupid nanny!" Majesty grumbled, trotting along the path that led from Dream Castle, and heading out into the wider open world. "Who needs them? I'll show them I'm better off on my own!"

As she walked out past the castle's apple orchard, an orange pony with a blonde mane working at one of the trees saw the white unicorn going by, and began to grow concerned as she saw the young filly trotting out of Dream Castle's outer courtyard wall. Dropping the last apple she had picked with her mouth into the nearby basket, the orchard worker galloped after the filly, jumping in front of her path before she could depart through the large bronze gates that stood at the entrance to Dream Valley itself.

"Hey now, where do you think you're going, kid?" The mare with the seven-apple cutie mark demanded. "Don't you know how dangerous it is out there? Ponyland isn't exactly the safest place to go for a pleasant stroll, little filly!"

"I know very well how dangerous it is out there, Apple picker!" Majesty snorted, easily figuring out this was one of the seasonal migrant laborers who worked Dream Valley's fields during harvest time. "And what right do you have calling me 'filly' and 'kid'? You don't look much older than I do!"

The orange mare seemed to roll her eyes at that statement, as if she had heard it a million times before. "Fine, I won't call ya kid. But I still think it's really dangerous for a young mare to be wandering out in the world by herself, anyway. Ya could be eaten by a troll, or-"

But Majesty was already trotting past her, heading out onto the path into the wide open world. Rushing back to throw a few things into her saddle bag, she quickly galloped to catch up with the little filly again.

"Well, if you're going to go out into the wide open world, you might as well have some company. I'm tired a' pickin' apples, anyway." She reached into her saddlebag with her mouth, grabbing an apple out to munch on. "So anyway, what's yer name, kid? And where are we headed?"

"My name's Majesty, and I'm leaving Dream Valley because I've had enough of my mother's stupidity." The unicorn mare snorted angrily. "And I don't exactly know where I'm heading, Applejack, but if you want to tag along, I won't stop you."

"Majesty?! Ya mean like, the queen's daughter? Wow, your mom must've done something REALLY bad ta get ya to run away from home!" Applejack reached in to grab another apple, before a realization finally hit her. "Hey, wait a sec... how did you know my name?"

"Oh come on... with that mane, cutie mark, and colors, it's kind of obvious who you are." The unicorn filly replied, rolling her eyes. "Besides, I've heard a few of the servants talk about a silly and greedy pony who keeps raiding the royal pantry for apples!"

"Hey, I'm not a silly and greedy pony!" A.J. protested, grabbing another apple out of her bag, and downing it in the blink of an eye. "I'm the most honest and dependable of ponies in all of Ponyland! I'll be the best companion you could ever- whoaa-ooaaa-aooa!"

The orange earth mare suddenly stumbled over her own hooves, tumbling off of the path, and bumping her head into a nearby tree. Stumbling her way back onto the path, she nearly fell over as Majesty used her magic to help the dizzy pony stand.

"Whoah, did somebody get the license plate number of that dragon that ran me over?" The klutzy Applejack asked, her eyes almost rolling around in her head from the dizziness. "I think I'm gonna be sick!"

"Are you going to knock into every gate and bump into every fence along the way?" Majesty sighed. "Are you coming or are you going, why don't use your horse sense?"

"Sorry..." Applejack replied sadly, as she desperately tried to keep up with the other mare. "By the way, friend call me A.J., for short."

The road was a pleasant one at first, well kept rows of trees and a clean and smooth path. But the deeper they went into the Mastifisecnt forest, the more wild and untamed it became. Darkness seemed to creep in all around them, as the canopy above prevented sunlight from reaching the forest floor. The whole forest seemed to grow quiet at their presence, with only the sounds of their own hoof steps breaking the silence.

"Good grief, why is this place so creepy?" Majesty asked nervously, looking around. "I really, really don't like these woods."

"Some ponies say this place is enchanted." Applejack replied nervously, equally unhappy to be here. "In ancient times, the ancients called this the everfree, and believed to forest had a will of it's own."

A small laugh echoed from the trees all around them, stopping the two girls dead in their tracks.

"W-what was that?" Majesty asked nervously, her eyes darting around wildly. "It sounded almost like... laughter."

"Probably just the wind." Applejack replied, reaching in to Majesty's saddlebag to eat an apple. "Or maybe a bird or critter or something."

"Would you get out of my saddlebag?!" The unicorn snapped angrily, pulling away from A.J.. "You don't need to be eating every five seconds!"

"Sorry, but I already ate all of mine!" The orange mare whined. "I can't help it if I'm always hungry!"

 _"Hee hee hee hah ha ha..."_

The laughter came again, and the two mares huddled together clinging to each other. The darkness the the gloom of the shadows of the trees came in closer, as the sun continued to set. The entire forest seemed to be watching them, waiting for the right moment to pounce. The soft laughter seemed to come from everywhere at once, until the two ponies heard it coming from directly above them.

"Oh no! The forest is after us!" A.J. yelled in a panic, clinging so tightly to Majesty that she couldn't breathe. "This is it, we're done for!"

Just then, a blue comet with a pink mane dive bombed the two mares from above, knocking all three of them to the ground.

"Aieeee!"

"Ooof! Ahhh!"

"Ah hahahahaha! I can't believe you two! What a pair of fraidy cats! Ha Ha!"

Majesty and Applejack pulled themselves back up to their hooves, and found their 'attacker'' was a teenage Pegasus filly about their age, with a blue coat and pink mane. She had several whistles on her cutie mark, and an eternally wide grin that spread all the way across her face.

"Wow, I can't believe you fell for that scary monster routine! -Tweet!- I mean who falls for that kind of junk anymore! -Tweet!-" The motormouth went on, punctuating her sentences with whistles. "You two are, like, a totally fun pair of friends to be around. -Tweet!- Could I so, like, -Tweet!- join your group? You two could, like, so totally help me find the amazing and wonderful thing I'm -Tweet!- looking for!"

"Would you please be quiet for a moment, you whistling airhead! How dare you scare two other mares who are lost in the woods and scared!" Majesty snapped, bringing the Pegasus mare to silence. "Now, one thing at a time... who are you, and what are you out here looking for?"

"Huh? Oh, sorry... my name's -Tweet!- Wind Whistler!" The air headed Pegasus exclaimed, flapping in the air around them like a foal who'd had too much sugar. "And I'm out here looking for that legendary mythical cryptid creature of pony legend, the Cuteasarus!"

With a sigh, Majesty realized that she had only been away from home for a few hours, and was aslready pulled into a crazy pony adventure with two crazy pony friends...

"Lucky me."


	5. Chapter 5

Three's a company

And so, the three companions continued along the path, as the sun continued to set. But while the first two were quietly trying to watch and observe their surroundings, their newest companion just couldn't seem to be able to keep her mouth shut.

"So wow, you're like, a princess?" Wind Whistler asked, zipping around over the other two's heads. "That's so cool! -Tweet!- So, are you out here on some kind of quest? Like maybe to rescuer a handsome prince from an evil witch or something? Oh, this is going to be sooo cool!"

"Yes, thank you." Was all Majesty managed to get out, as the crazy motormouth kept going and going. "But I'm not on any sort of quest or adventure. I';ve actually left home to find myself, and to get away from my overbearing mother, the queen."

"Find yourself? Well, that silly! -tweet!-Why would need to find yourself? You're right here!" Windy giggled. "But if you're not really doing anything, -tweet!- why don't the two of you come and help me try to find the cuteasaurus?"

"Do enjoy hearing yourself talk? Is that why you never shut yer trap, kid?" Applejack growled at the Pegasus flapping around in circles over their heads. "And would you please stop that annoying whistling? I'm I have to listen to it for another minute, I swear I'm gonna jump up there, and break your tweeter!"

"Geez, isn't little miss apple picker a grumpy pony today?" Wind Whistler asked, sticking her tongue out at Applejack. "Are you always so grouchy, or did you just get grouchy in your old age?"

"Better a grumpy old mare, than a young bubble-headed filly with her head stuck in the clouds. " A.J. Snorted. "I wonder, are you even capable of taking anything seriously. "

"Hey, I can, like be totally serious when I need to, Applebutt." Wind Whistler stuck her tongue out at the earth pony. "But I also love laughing and joking and having a good time! I'd rather be dead than be a super-serious stick in the mud like you all the time!"

"Would the two of you please stop arguing for a moment? I can't even here myself think!" Majesty yelled in exasperation, turning her attention towards the rapidly setting sun. "It'll be getting dark soon, and we're going to need to set up for the night."

The three ponies continued trotting along the path, until they spotted a wilder, less-traveled pathway which seemed to go off the main one. Wind Whistler stopped at poorly maintained dirt road, calling out to the others.

"Hey, what about, like, going this way?" The blue Pegasus urged them, stopping Majesty and A.J. in their tracks. "It looks like this might be a bit more exciting!"

With an audible sigh, the other two ponies turned and followed their winged companion down the gown over path, getting their hooves stuck in thickets and brambles. The two fillies nearly stumbled over one another, trying to navigate a nearly invisible path.

"Applejack, watch where you're going!" The princess snapped. "You've already stepped my tail twice!"

"Sorry, your highness, but I can't see anything." The earth pony replied, squinting her eyes in the dark. "Hey, I think I see a clearing up ahead!"

Sure enough, the trio of mares came into a clearing in the forest, where they found a most unexpected sight. All around them were features in the landscape that clearly weren't natural.

"Wait, is that... a wall?" Majesty asked, not believing her eyes. "What is a brick wall doing out in the middle of the forest?"

"Oh wow, it so totally is!" Wind Whistler agreed. "And I think I see a house over there all covered in vines... and without a roof!"

The three of them started looking around, and found ruined shops, broken down buildings, and the foundation stones of houses long gone. It was obvious some kind of community had been here long ago, but it was clearly long abandoned by now."

"Oh boy, I think I know where we are." Applejack said nervously, looking around as the last rays of sunlight vanished. "The lost village of the ancients, it's supposed to stand somewhere in the woods about a day's journey away from Dream Castle."

"Well, wherever we are, it's too dark to keep going." Majesty told the other two, lighting her horn up so they could see in the darkness. "Let's get a fire going, and get out bedrolls out before it gets too late."

The three ponies quickly gathered some dry kindling together, and it wasn't long before they had a small fire blazing. The trio had built their camp in the remains of a large circular building, where only half of the large outer wall still stood. Gathering around the fire, the three of them helped them selves to the rations of oats and fruit in their saddlebags, while Applejack snuck whatever extra bits of food she could out of the other two's bags.

"So the lost village of the ancients, huh?" Wind Whistler asked, cocking her head curiously. "I heard my mom mention this place before in stories, but who the heck were the ancients?"

"They were supposed to be a mighty nation of ponies who lived in Ponyland, long before the coming of the humans or the elves and gnomes." Majesty explained, her eyes softly glowing in the firelight. " They had a powerful and mighty civilization, but lost their greatness in a series of wars with the monster races. Our ancestors came to settle these lands, conquered the ancients and drove them out of Ponyland. But all of their great wisdom and magic was lost, and all that remains are these strange ruins they left all over Ponyland." She looked around at the crumbling walls around them. "We know so little about them or their way of life... heck, we don't even know what they were actually called."

"Ohhh, how mysterious!" Wind Whistler exclaimed. She then looked over at Applejack. "Hey A.J., you seem kinda quiet. Something, like, on your mind?"

"Huh? Oh, I was just thinking about how creepy this place is... how it almost seems familiar." A shiver went down the young filly's spine. "I don't know why, but this place reminds me of a dress shop for some reason."

"Really? I thought it was a temple or something." Majesty stated, surprised. "You been here before or something, Applejack?"

"Not that I can recall. Just like you two, I've been living in Dream Valley as long as I can remember." A.J. Shrugged. "But still, I can't shake the feeling this whole town is familiar somehow."

"Anyway, we need to figure out what we're going to do tomorrow." Wind Whistler stated, trying to pull the conversation back on track. "So where in Ponyland are we headed first, Princess?"

"Yeah, I agree, we need to figure out where we are going." Applejack agreed, stuffing another hoof full of oats into her face. "Maretonia? Bright Valley? Or Y'all thinking about heading ta the royal Paradise, the capital of the whole Ponyland confederacy?"

"Actually, I was thinking about Flutter Valley." Majesty replied, a smile spreading across her face. "I've always wanted to see the Flutter ponies!"

"Ohh, I like it, the Flutter ponies are all so pretty!" Wind Whistler agreed eagerly. "It would be an awesome palce to start are search for the cuteasaurs!"

"I don't know about this girls, I've heard the Flutter ponies don't exactly take kindly to visitors." Applejack sighed. "Still, if you both want to go there, I'd recommend stopping off at Misty Mountain for some supplies, first."

"Sounds like a plan to me, at least we know where we're going now." Majesty trotted away from the fire, climbing into her sleeping bag. "So we'd better get some sleep now, we have an awfully big day ahead of us tomorrow!"

The three girls turned in, as the fire slowly died away. But as the darkness engulfed the encampment, the three slumbering mares shivered in their sleep, as if thousand phantom eyes were watching them from the darkness...


	6. Chapter 6

Goblins!

Majesty and her two friends were safely asleep, awash in the warmth of dreams without a care in the world, as the small and devilish imps slowly crept in all around them though the darkness. The three fillies did not see all the glowing eyes peering at them through the darkness, nor did they see the horrible little green imps stride forwards towards their unsuspecting prey.

"Ohhh, lookie! It pretty ponies!" The first goblin gleefully gloated, rubbing his greasy and dirty palms together. "We make a good kill tonight!

"Yeah! This enough hunting to feed whole tribe!" Another agreed, holding up a spear. "Yum Yum!"

These were the goblins, hated enemies of ponykind who lived in the great wild forests between the cities. Small green monsters with animalistic faces and crude spears and clubs for weapons, they hunted any equines foolish enough to wander out into the wilds alone. And right now, this small band was looking to make a meal out of Majesty and her friends.

The seven goblins quietly crept into the circle of sleeping ponies, and tossed a large net over them. The three fillies immediately jumped up, and began to jump around in a crazy panic.

"Aieeee! What's going on?!"

"Goblins! They snuck up on us! Damn!"

"Come on girls! We gotta get out of this! -TWEEEEET!-"

The trio yanked and pulled against the nets, struggling helplessly, until Majesty decided to step up. The unicorn teleported out of the net, appearing behind one of the goblins, and kicking him in the back of the head.

"AGH! Stupid Pony!" The little green creep shrieked, falling to the ground.

"Ha ha! Got him!" Majesty yelled in triumph. "Take that, you little scuzball!"

As the first of the goblins went down, two more jumped forward, and stabbed Majesty in the side.

"Ahhh, they got me!" The filly cried out. "Applejack, help!"

"Hang on princess, I'm a 'comin!" The apple picker snapped the net with her earth pony strength, and charged at the two attackers. Headbutting one and knocking her back with a running charge, she spun around and kicked the other one down before her could spear her, as well.

"Well, looks like that's my cue to fly! -tweet!-" With a few goblins no longer holding down the net, Wind Whistler began to flap her wings. Taking off up into the sky, she left the rest of them hanging onto the net for dear life.

"Ahhh, flying pony... flying!" One of the monsters screamed. "Me no like heights! Pretty pony, put me down!"

"As you wish!" Windy giggled moving out from under the net, and letting the screaming goblins tumble into the treetops below. "Happy landings!"

Having discovered these mares were tougher than they looked, the two or three surviving goblins decided they had had enough, and fled into the forest, disappearing as quickly as they had first come.

"Yeah, we did it, we won!" Wind Whistler squealed, doing a celebratory dance in midair. "We showed those big green meanies!"

"We only scared them off, Windy." Applejack shook her head. "Once they've regained their courage, they'll bring reinforcements from the goblin tunnels a hundred strong. We've got to get ourselves out of here, as quickly as possible!"

"That... that brute!" Majesty whimpered, looking down at the blood oozing out of the open wounds on her side. "Applejack, Wind Whistler... _he cut me!_ "

"Uh, yeah! That's generally what happens when a goblin spear stabs you." The Pegasus rolled her eyes. "Like, duh! I'm a dumb bimbo, and even I know that!"

"But you didn't, did you, Majesty?" Applejack asked, looking the princess over seriously, for the first time. "In fact, you never gave much thought to what it was like out herein the real world at all, did you?"

"But I... but I..." Majesty stumbled, at a loss for words. "I just wanted to get away from my mother. I didn't think about how dangerous it would be outside the walls of Dream Castle."

"What the flank were you thinking, girl!? That you'd just go on a fun little vacation across the countryside, visiting the pony kingdoms as you go?" Applejack snorted. "This isn't the paradise the ancients built where friendship kept everyone safe. This is Ponyland, and it's a dark and dangerous world out there, kid!" She got up in Majesty's face, pointing a hoof straight at her. "You just survived your first battle, princess. Be happy it wasn't your last."

The mare stormed off, while Wind Whistler flapped up to Majesty. "A.J. was a bit mean there, but she wasn't wrong. The world is, like, a really dangerous place." The Pegasus looked at her wound. "Hm, those could've been poison-tipped spears, we'd better get you to a doctor in Misty Mountain, fast." She flew back up into the sky, motioning with her hoof after A.J. "By the way, that was some very fancy teleporting you did back there, you might survive out here, after all."

"Thanks, and it's called winking, not teleporting." Majesty replied, limping along after the two other ponies. "And I'm really and truly sorry I was so naive about the world outside of Dream Castle. I guess I really do have a lot to learn about the outside world, if I'm going to make it out here in the wilds."

"Don't worry to much about it, kid. I had a lot of trouble learnin' ta stand on my own four hooves when I got out here, too." A.J. replied, thinking for a minute. "At least, I think I did... shoot, I really can't remember."

"Whoa, you don't remember your own filly hood?" Wind Whistler asked in surprise, flying along beside the other two. "That's incredible!"

"Kid, I'm lucky if I can remember yesterday sometimes. there are days where I have to struggle to remember my own name." A.J. laughed bitterly. "Now come on, let's get on to Misty Mountain, before our sheltered little princess here bleeds to death from goblin spear wounds."


	7. Chapter 7

Mountian of Mists

As the three ponies trotted their way through the mountains of Ponyland, Majesty could only stare in awe at the towering peaks and cloudy mountain tops. Never before had she seen such an awe-inspiring sight, and it made the very self important princess feel very, very small.

"Wow, this is so amazing..." Majesty whispered in awe, as they trotted their way up a winding mountain trail. "I had no idea places like this even existed in Ponyland..."

"That what ya get, fer being isolated in Dream Castle for yer whole childhood, kid." Applejack replied, shaking her head. "Didn't yer mother the queen ever take you to the other Ponyland kingdoms on diplomatic visits?"

"Mom left my care to my nanny handle, and she never wanted me to leave the castle." The princess replied with a sigh. "Guess this is going to be a learning experience for me, in more ways than one."

"Well, you're about to see Misty Mountain castle for the first time, and it's sooo amazing! -tweet!-" Wind Whistler grinned. "Ohhh, I just can't wait to try those yummy pretzels, and that delicious chocolate candy!"

"Y-yeah, that'll be great." Applejack agreed, trying to hide the fact her stomach was rumbling, and her mouth watering. "But the most important thing here is getting Majesty to the Misty Mountain clinic, so the doctor can take care of her wounds."

The three ponies continued up the side of the highest peak in the mountain range, until they passed through the clouds that surrounded the peak half way up. If Majesty was not amazed before, the sight that greeted her eyes now took the filly's breath away.

"Oh my stars..."

Misty Mountain fortress was a mighty city-castle, with towers pointing at the sky like fingers, and a great wall surrounding the entire structure. The entire citadel was carved out of the very mountaintop itself, the roofs of the houses visible from over the towering walls of the city.

"Good grief, how do they pack all that city into one little area?!" Wind Whistler asked, flying right up to the city's gates. "I'm almost afraid the city's gonna fall and slide down the mountain!"

"Don't worry kid, this place has been here for hundreds a years!" Applejack chuckled. "It ain't going anywhere anytime soon!"

One of the stallion guards in the watchtower on the city's wall noticed the three mares outside the city's gates, and motioned to his comrades. A unicorn guard stuck his head over the wall, scanned the trio, then nodded to the other sentries to open the massive wooden doors. The three made their way into the city itself.

"Hello, noble mares!" The unicorn guard captain called out to them. "welcome to Misty Mountain!"

The citadel was even more impressive inside, the streets lined with well-kept chalets and neatly tended flower gardens. Mares dressed in _dirndl_ and stallions in _lenderhosen_ and shorts walked about the streets, while vendors at their stalls selling pretzels, root beer, and various cheeses. Applejack, of course, couldn't but help herself, and raced up to each and every stall, grabbing and devouring as much food as she could hold.

"Eeesh, you silly pony!" Wind Whistler scolded. "You keep eating all of that food that fast, and you'll get a tummy ache! Besides, do you even know what that's doing to your figure?"

"Mmmph mmph- I don't care, this is soooo good!" Applejack replied, greedily stuffing a candy apple into her face. "I'll feel guilty about it tomorrow, then promise myself to go on a diet that I'll never end up sticking to!"

"Well, you'll never fit into a pony bikini again, that's for sure. "Majesty added with a laugh, finally starting to enjoy the company of her new companions a bit. It was just then she suddenly felt a sharp pain in her side, nearly falling over in agony. "Owwww, that hurts!"

"Ohmygosh, your wound!" Wind Whistler squeaked in terror, her hooves flying up to her face. "I'm so sorry, we almost forgot!"

"Ohh, darn me and my greedy gut!" Applejack agreed, suddenly snapping back to the task at hand. "Hurry, we've got to get you to a doctor, quick!"

Meanwhile, three earth pony stallions walking on the other side of the road, happened to notice the trio of fillies trotting around town, and had taken an interest in Majesty and her friends.

"Hey Thundercloud, look at those three." The blue stallion with the white and blue mane stated, tapping his friends on the shoulder, and pointing a hoof at the newcomers. "I've never seen them around here before."

Hmmmm, you're right. They must be new in town." The lavender colt with a pink mane replied, turning his head to look back at his other friend. "And they do seem kind of lost. Hey Ice Crystal, think we should go over, and try to help those fillies out?"

"Sounds like a plan to me!" The pale green stallion with the white mane agreed. "But why don't we send Tornado over to talk to them? Y'know, break the ice, and soften them up for us?"

"Sounds like a plan to me! I'm way to shy to actually start a conversation with a girl all by myself." Thundercloud laughed nervously. "Hey nado' think you're up to the task?"

"Watch and be amazed, boys." Tornado replied, a smug smile going across his face. "I'll turn on the charm, and have these mares eating out of our hooves."

Tornado then trotted right up to where the woozy and wobbly Majesty stood, bowed to her, and gave a sappy and saccharine greeting.

"Hello my sweet angel of a mare, it is truly a pleasure to meet you!" The blue earth pony stallion smiled and winked at the spaced out filly. " My name is Tornado Eastwinds, and my friends and I, the mountain boy ponies, would love to show you and your gorgeous companions around Misty Mountain citadel."

"I... uhhh... ohhhh..." Majesty replied, her eyes rolling back in her head as she fell over and fainted.

"Oh, no!" She's collapsed from her wound!" Applejack cried out, trying to help her friend up. "Windy hurry up and help me find a doctor, quick!"

""See boys? She fainted at just the sight of a stallion stud like myself talking to her." Tornado declared smugly, trotting back over to his companions. "Yes siree, I still got it, and all the mares want it!"


	8. Chapter 8

Wounded pride

"Look, I said I am really sorry, okay?" Tornado protested, as the overly angry Applejack stared him down. "I swear, my friends and I didn't know your friend was injured!"

"Save your breath, Mountain Boy!" Applejack snarled, getting up in the Stallion's face. "Your stupidity has endangered the life of our friend, and if I weren't such a lady, I'd ram your ugly male face into the wall!"

"Hah, ramming my head into the wall wouldn't do you any good, lady!" The blue earth pony retorted. "My skulls too thick to do any damage!"

The six ponies were at a Misty Mountain clinic, where the stallions had taken the three girls after they had discovered just how serious the situation was. They were all awaiting word of Majesty's recovery, as the mares proceeded to give the three mountain boy ponies an earful.

"Look. we're sorry we tried to come on to your wounded friend. But how were we supposed to know she'd been hit by a poisoned goblin arrow?" Thunder Cloud Protested. "I admit we were jerks, but would you at least let us make it up to you and your friend, by guiding you around the city after she has recovered?"

"I'm not sure if I can trust ya at all." A.J. snorted, stamping her hoof on the clinic floor. "I'd bet my right hoof that the only place ya want to lead any of us is back to yer place for a roll in the hay!"

Meanwhile, Ice Crystal and Wind Whistler were having a very different sort of conversation on the other side of the waiting room.

"So do you come around here often?" Ice Crystal asked, smiling at the Pegasus pony. "Because I think I'd remember a pretty face like yours wandering around the streets of Misty Mountain."

"No, this is my first time here." The blue mare smiled, gazing into his eyes. "But I've heard how amazing the ponies are here, and looking at you, I can see that they were right."

"Sweet." The stallion replied, swishing his tail around playfully. "So, you wanna go somewhere, and get a bite to eat after this?"

"Sure, I'd love to!" Wind Whistler replied, grinning from ear to ear. "You know of a good place around here that has buckvarian creme-filled doughnuts?"

"Windy! Stop flirting with that stupid stallion!" Applejack snapped, glaring at her companion. " Don't you realize him and his flirty friend are the reason Majesty's stuck in here in the first place?!"

"Aww lighten up, Applejack!" Wind Whistler protested. "It's not like they are the ones who stuck Majesty with that arrow!"

"Look, miss A.J., I know you have no reason to trust me. Especially after what happened to your friend there." Thundercloud explained calmly. "But we acted very, very stupid with Miss Majesty, and we want to make it up to all of you, by helping you in any way we can."

Before the mare could even form a response, a pink mare with a blue mane and a nurse's cap came trotting out.

"Excuse me, ladies?" The mare with the clipboard addressed them. "I'm Nurse Loveheart, and I've been tending to Miss Majesty's wounds."

"How is she, Nurse?" Applejack asked, bluntly interrupting Loveheart. "Is she going to be all right?"

"We were able to get the poison out of her system, and bandaged the wound up. But she's going to need about a day to rest." The pony with the teddy bear and heart cutie mark answered. "I do wish you ladies would be a little more careful when taking the princess of Dream Valley on an adventure though goblin- infested territory."

"Wait a minute, PRINCESS of Dream Valley?" Tornado went pale. "You mean I was hitting on the Queen of Dream Castle's DAUGHTER?"

"Ohhhh boy, Tornado!" Thundercloud said with a laugh. "You really went and put your hoof in the dookie this time!"

"I'm sorry to interrupt your little conversation," Nurse Loveheart interjected. "but you can go in and see Princess Majesty now."

Applejack nodded, before looking back at the three stallions. "You wieners stay here." She and Wind Whistler trotted into the clinic's recovery room, where a dazed Majesty lay on a cot.

"Ohhh, hey girls." Majesty smiled, sitting up weakly. "Guess we made it to the clinic on time, huh?"

"This is all my fault, princess. I should have had us come to the clinic right away." A.J. said sadly, her ears drooping. "Then you never would've run into those knuckleheads who delayed us, and you wouldn't be here right now!"

"Speaking of those knuckleheads, they want to come with us!" Wind Whistler blurted out, flapping around the room excitedly. "It'd be awesome to have their strength and muscle along for our quest!"

"Damn it, Windy! Now's not the time to start blabbering about those stupid boys!" A.J. snapped at the air headed Pegasus. "Majesty still hasn't recovered, we don't need to be talking about-"

"The stallions wanted to take us to dinner as an apology, Tornado's very sorry for what he did." Windy interrupted, pleading with the recovering princess. "Why don't we take them up on their offer?"

"Hmmm, sounds like a good idea, Wind Whistler." Majesty finally commented, pulling the covers off, and climbing out of bed. "We could use their help in getting to flutter valley."

"Oh, for the love of..." Applejack slapped her hoof against her face. "I can't believe I let myself get involved with these silly fillies!"

...

The _Flutterflank_ was a very fine establishment, as far as Misty Mountain beer gardens go. Beautifully painted renditions of the snow covered mountains covered the walls, and glittering gems of many colors adorned the darkly-painted ceiling, resembling the twinkling stars of the night sky. Waitresses trotted around in _drindl_ dresses, delivering glasses of piping hot cider, and pretzels to every table in the tavern. Majesty looked around, admiring the place's decor.

"Wow, do all of your restaurants look this nice inside?" The princess asked. "This place makes the Satin Slipper back home look like a cheap greasy roadside diner."

"Nah, they don't all look like this." Tornado told her, pointing a hoof around the room. "This is mostly done for tourists, I brought you ladies here because I thought you might like how it looked."

"I'm really glad you did, these hot pretzels are delicious." The princess munched on a salted giant pretzel. "I just love how the cheese is baked into the dough."

"Here Windy, have some of these." Ice Crystal pushed a bowl of salted peanuts towards the a Pegasus. "You'll just love em', once the shells are cracked open."

"Oh, I love these things!" Wind Whistler squealed, cracking the shells open and scarfing down the contents. "These are really good, but I plan to sample some of Misty Mountain's best nuts tonight." The Pegasus grinned, staring over at Ice Crystal.

 _"Of course you will, you little tramp"_ Applejack thought to herself, eye twitching. _"I swear, that goofy mare is gonna be a bad influence on the princess!"_

"Wow Applejack, you sure have quite an appetite!" Thundercloud noted, watching the earth mare pack away three bowls of apple sherbet in a row. "How much food can you actually hold?"

"None of your business, you ornery stallion!" A.J. Snapped, beginning to devour her fourth bowl. "I'm a lady, I don't eat more than I should!"

"Would all of you stop acting like goofballs?" Tornado asked, rolling his eyes, before turning back to the princess. "So Majesty, will you let us make up for our stupidity? Will you let us show you the way to flutter valley?"

Majesty looked back and forth between the stallions, and between her friends, struggling in her mind over what to say. While she knew what A.J. wanted her to do, the unicorn knew they would need some help on the road ahead.

"All right, Tornado." Majesty replied. "You and your Mountain Boys can join us."


	9. Chapter 9

Utterly Fluttered

"Good Gravy, this path is really overgrown with vines." Applejack grumbled, glaring at the stallion in front of her. "Are you sure we're heading the right way?"

"Miss Applejack, the Flutter Ponies don't use the paths much, they simply fly." Ice Crystal replied, trying to hold his temper. "They have no reason to keep the paths up, except for their earth pony slaves."

"The flutters keep earth ponies as SLAVES?!" Wind Whistler blurted out in shock. "How horrible!"

"They used to, Miss Windy." Thundercloud reassured her. "But don't worry, Tornado's son Firehooves told me they stop keeping slaves about two hundred years ago, when the rest of the confederacy threatened war."

"You have a son, and you were hitting on me?" Majesty glared at him. "You are one wired stallion, Tornado."

"Yep, my boy the unicorn genius; always studying his history, even though he's only nine." Tornado said with pride. "And hey, I just just hitting on you for my friends here, I wasn't personally interested in you, myself."

"Right, and the sky isn't blue, it's purple." A.J. muttered. "I don't believe a single word the comes out of your mouth, you damn stallion horndog."

It had been two days since the incident at the clinic- giving enough time for Majesty to recover- and the six ponies had left Misty mountain for the tropical forest of the Flutter Valley hills. The party was now tracking through the thick undergrowth, the stallions leading the way along a path only they seemed to know.

"The flutter ponies show up in Misty Mountain once in a while, to buy our root beer and pastry goods." Ice Crystal explained, lowering his head and plowing his way through the thick branches. "We followed one of them back to this path here, and he disappeared into the tropical forest."

We mountain boys assume this path leads to Flutter Valley, Though we've never tried this road ourselves." Tornado continued. "The flutter ponies are extremely hostile to other pony types who intrude into their lands."

"Nobody actually knows where flutter valley actually in inside this forest." Thundercloud finished. "And I don't think the Flutters would take to kindly to their home being discovered, so we'd better be careful."

Majesty rubbed a few trickles of sweat from her brow as they trotted through the thick and foreboding jungle. Having grown up in the temperate weather of Dream Valley, the filly was unaccustomed to such warm environments.

"Ugh, why is it so blasted hot here?" The princess complained, her tail swatting away at the mosquitoes trying to suck the blood from her flank. "How could any pony stand to live in this scorching inferno?"

"Well, my my my! Are you telling me the little princess can't take a little heat?" Applejack chuckled snarkily. "It seems the spoiled and sheltered filly can't deal with the real world."

"Hey, I've dealt with a lot worse than this back home." Majesty retorted. "If I can take the fires of my nanny's anger, I can deal with the heat of Flutter Valley!"

"Hey, would you please stop being so mean to her, A.J.?" Wind Whistler pleaded, flapping up into the orange mare's face. "Good grief, is it really so hard for you to say something nice for a change?"

"I dunno, is it really so hard for you to think something through logically?" Applejack snapped back. "Or do you always have to let yer passions override yer brain?"

"Hey, I live by my emotions, girl! My feelings guide my life!" Wind Whistler snapped back. "I'd rather be dead than be some cold-hearted mare who is ruled by logic alone!"

"Sheesh, you girls argue a lot!" Tornado said with a laugh. "Are you sure you're not sisters?"

"Hah! As if!" Windy snorted angrily, crossing her hooves over her chest and turning her head away as she flapped along.

"Shut up, ya stupid muscle head!" A.J barked at him. "You don't know anything1"

"So Majesty, this is your first time out of the castle?" Thundercloud asked, trying to change the conversation to something more pleasant as they trotted along. "I'm kind pf surprised to see you out here, without any guards or anything."

"Yeah, I've had it with the stupidity of palace life." Majesty snorted, turning her head away in disgust at the memory."I'm out to see the world my mother and Bright Bouquet sheltered me from, and I am not going back."

"Yeowch, that sounds a bit harsh." ice Crystal replied, leading the way through the foliage. "Don't you think your mom and nanny might have acted that way because they care about you, and were doing the best they could to raise you?"

"Ponyfeathers! The only thing those two care about, is their stupid rules!" The princess snapped back. "And making sure mom's precious heir is just as much of a cold-hearted witch when she becomes queen as she is!"

Tornado was about to interject, when a whizzing sound suddenly zipped by them in the trees. The four ponies all stopped dead in thier tracks, and began to look around.

"Whoah." Thundercloud exclaimed. "What was that?"

"Something just went by us!" Majesty replied, her eyes darting about. "Something really, really fast!"

They four felt another rush of air on the other side, a barely visible pink and white blur zoomed by.

"Oh, there it goes again!" Ice Crystal muttered nervously, as the three stallions instinctively formed a protective circle around the mares. "What is making that noise?"

"Ohhh, maybe it's the cutiesaurus! -tweet!-" Wind Whistler exclaimed. "Ohhh, I can't believe I'm finally going to get to meet it!"

Suddenly, the six ponies heard several voices coming from the bushes.

"Behold! regular ponies from outside Flutter Valley!"

"It's three mares, on of each pony kind!"

"And look! They have stallions! Let us grab them for ourselves!"

"Take them down! Shift to utter flutter!"

Suddenly, a powerful gust of wind came from the trees all around them. A blast so powerful, it knocked all six ponies off their hooves, blowing them backward so strongly, they had to cling to the trees to not get blown away.

"Aiiieeeeeeeee! This wind is too strong!" Wind Whistler wailed. "What's going on?!"

"It's the utter flutter! We're under attack!" Applejack declared, barely audible over the howling wind. "It must be the Windy Wing pony brigade, the royal flutter pony guards!"

Suddenly, three multicolored blurs zipped by, grabbing each stallion as they passed. being too busy clinging to the trees for dear life, the stallions couldn't do much to fight back.

"Ahhhhhhh!" Tornado screamed, as he was pulled away.

"Nooooo!" Ice Crystal wailed, as a flutter pony took him.

"Girls, help me!" Thundercloud pleaded, as he too disappeared from sight.

"Oh no you don't!" Majesty yelled over the howling wind. "You aren't taking taking the boys on my watch!"

Still clinging to the tree trunk, majesty let out a powerful blast of energy from her horn. She blasted one of the flutter ponies out of the sky, sending her spiraling out of control into a nearby bush.

"Whoaaa-oaaaa-oaaaah!" *Thud!*

"They have a unicorn spell caster!" One of the flutter ponies yelled excitedly. "Let's get out of here, fast!"

Suddenly, the winds died down, and the three remaining mares let go of the trees. Before anyone had time to react, Applejack rushed quickly over to the bush, and kicked the downed flutter pony out into the open.

"Get out here, bug wings!" A.J. snorted angrily. "You got a lot to answer for!"

"Ow!" The flutter mare squealed lying on the ground. "That really hurt!"

"You think that hurt?! You took my cutie Ice Crystal!" Wind Whistler yelled, hopping onto the flutter's back, and jumping up and down on her. "I'll show you what real hurting is!"

*STOMP STOMP STOMP STOMP STOMP STOMP STOMP!*

"Ahhhhhhhh!" The flutter wailed in pain. "Please, stop it, you're hurting me!"

"Windy, let her up." Majesty told her friend. "She can't answer any of our questions if she's dead."

The Pegasus took a step back, and the wounded flutter pony mare wobbled as she tried to stand up on her hooves. She was everything Majesty had expected from a Flutter pony; taller and slimmer body, elegant and gracefully curving figure that put non-flutter mares to shame. She had a pink body and white mane, and on her back were a pair of glittering insect-like wings. The stories did not do the flutter pony race justice, in describing their radiant beauty.

 _"Jeez, look at her figure!"_ Windy whispered to A.J. jealously. _"I could diet for two years straight, and I still wouldn't have a body like that!"_

 _"Flutter ponies put the rest of us mares to shame, I've heard stallions say they have 'the flanks of a goddess'."_ Applejack snarled in bitter contempt. _"There's a no way the rest of us can compete with bodies that tall and slender."_

The two girls were so jealous, they had no problem taking it out on the unsuspecting mare in front of them. Normally, the two were no where near this cruel, but the stallion's lives being in danger pushed them onward.

"Okay, you worthless insect pony! You'd better tell us where your buddies took the stallions, or you'll be really sorry!" Wind Whistler snapped at the flutter getting up in her face. "Either you talk, or we're gonna make the little bug go splat!"

"I know how fragile flutter pony's wings are, how easily they are off!" A.J. growled, pounding one hoof against the other. "Either you tell us where the Windy Wings to the boys, or we tear those pretty little wings right out of your back,and dig out the roots so they'll never grow back!"

The flutter mare looked back and forth between the two angry mares, and suddenly burst into a shower of tears.

"Noooo! Please don't tear my wings out! I wasn't even a part of the raiding party that took your boyfriends!" The bawling mare wailed, the waterworks pouring out of her eyes. "My name's Hollywood, and I'm a Flutter pony actress. I was only out watching the Windy Wing guards on patrol when your unicorn friend zapped me!" Hollywood buried her head in the grass beneath her. "Please don't hurt me, I want to go home!"

"Leave her alone, you two. She's not responsible for abducting the boys." Majesty commanded the other two, taking charge. "You're scaring an innocent mare to the point of traumatizing her, with threats you're both too kind-hearted to ever actually carry out."

The other two grudgingly took a step back from Hollywood, while majesty went up, and patted her on the head with a hoof.

"There there, it's going to be all right." The frighted flutter looked up, and Majesty smiled at the young mare. "Did those two hurt you when they attacked?"

"N-no." Hollywood whimpered, standing up slowly. "I-I'll be all right... I think."

"Good, because we're going to need you to lead us to the Flutter Valley capital." Majesty narrowed. "I intend to have a few choice words with Queen Rosedust."


	10. Chapter 10

A Rosedust by any other name...

"Oh my goodness, this place is so beautiful!" Majesty whispered in awe. "You flutter ponies really do live in a paradise!"

All around the four mares, the tropical trees and colorful flowers stretched out in every direction. Flutter ponies danced around in the skies overhead, creating a cacophony of color as the sunlight shimmered down through their glittery wings. All of the flutters scattered back to their tree houses as the other ponies approached, sticking their heads out to watch them go by.

"Huh, these flutter ponies seem pretty shy." Applejack noted, looking around at their frightened audience. "They don't really seem very friendly or talkative."

"Yeah, why aren't they talking to us?" Wind Whistler asked, flying up and sticking her head into the window of one of the small tree houses, causing the flutter pony to flee further inside. "Hey miss flutter pony, why doncha come out and talk to us?!"

"I... really don't think that's going to work, Windy." Majesty replied, shaking her head. "If we're going to get anywhere, we need to find Queen Rosedust, and have a word with her directly."

"The royal throne is in the sun stone courtyard, that's where you'll find Majesty holding court." Hollywood explained, motioning the others to follow her down a small stone path across the bridge. "I don't think the Queen is going to be overjoyed to see you, though."

"Don't worry kind, I think we can handle her." A.J. reassured the flutter. "From what I've seen from you, your kind isn't very hard to mess up."

The five mares drew close to the royal courtyard, and saw a large circular stone monolith surrounded by a swarm of flutters flitting about. A large, glowing stone sat at the very top of the monument, and a small circular throne sat at the base. Upon the throne before them sat a tall and beautiful queen, with a shimmering yellow coat and pink mane. A pink Pom Pom adorned her head, and her entire body was covered by flower-like tattoos that resembled cutie marks. The queen was addressing several of her servants, and failed to notice the approaching group of normal ponies.

"You're outsiders, so this could get... complicated." Their flutter guide told them. "Wait here, girls, and I'll introduce you."

As the four came up towards the throne, Hollywood bowed to the monarch.

"Oh great queen Rosedust... I am the actress, Hollywood Hills." The mare declared herself, as was the flutter custom. "I bring strangers from thew outside, who can come to address the subject of the stallions your Windy Wing ponies stole from them."

"What, those stallions actually belonged to other mares?" Rosedust inclined her head apologetically. "I'm so sorry, my good mares! I did not mean to steal your property. We shall endeavor to return your husbands to you at once!"

"Thanks, but they really aren't our husbands or anything." Wind Whistler blurted out, before the others could stop her. "They're just stallions we got to guide us through the forest here in flutter valley."

"Grrrr, blast it Windy!" A.J. grumbled to herself, planting her hoof in her face. "Why the %$#! couldn't you keep your mouth shut?!"

"Oh, is that all?" The queen waved her hoof dismissively. "I have a few flutter mares who would be more than happy to guide you out of our forest, and back out into Ponyland."

"I'm vary sorry, miss but we would like to take our guides with us." Majesty interjected. "We are the ones who asked them to come out here, and I personally see them as our responsibility."

"Now, wait just a second here, we caught those males fair and square!" Rosedust snapped. "Why should we give them up to you, if you have no claim on them?"

"We flutter ponies lost quite a few of our stallions in the dragon wars, and we must replenish our supply." Hollywood added in. "You wouldn't condemn us to extinction, would you?"

"You keep your trap shut and stay out of this, Hollywierd." Applejack warned her. "Or I'll throw you into a giant bug zapper!"

"Eeep!" Holly shrieked, her wings flexing outward in a panic. "Shutting up!"

"What?! How dare you threaten one of my subjects?!" Rosedust glared the the non-flutters angrily. "I should have you outsiders taken to the edge of my kingdom in chains, and tossed out of Flutter Valley altogether!"

The flutter guards closed in on the mares, pointing the sharpened spears they carried in their hooves.

"Uh oh, looks like we're in trouble now! -tweet!-" Wind Whistler whistled despairingly. "Majesty, what're we gonna do?!"

"Wait a second... Majesty?" Rosedust raised a hoof, halting her guards. "The princess of Dream Valley? What are you doing in my kingdom?"

"Actually, I wanted to come here to see the beauty of you and your subjects, which I had heard the bards and poets sing the praises of." Majesty replied boldly, facing the queen down. "My two friends here and the stallions are simply along for the ride, and it's my duty too see them out of Flutter Valley safely."

"Hmmm, perhaps there is a way this could be worked out." Rosedust replied thoughtfully, scratching her chin with her front hoof. "You and I are both royalty, and there is a traditional way we could decide the fate of the stallions."

"Whatever it is, I'll do it." Majesty blurted out. "I'm willing to do anything to help those boys out."

"Bad idea there, princess." A.J. whispered to her. "First rule of Royalty; never agree to something, when you don't know what you're agreeing to."

"Excellent!" Rosedust turned to face all of her subjects. "Attention, all flutter ponies! Let it be known that three days hence, Princess Majesty shall face me in royal one-on-one combat in the battle corral, for the right to claim the captured stallions of Misty Mountain!" The queen raised a hoof. "Until such time, the princess and her friends shall be our honored guests, and Hollywood shall be their guide for the duration of their stay. Queen Rosedust has spoken!"

"Great, there goes me rehearsing for the lead part in 'the sound of Music'!" Holly sighed. "And this is why I never get any of the good parts..."

"Yaaay! We're gonna be guests of the flutter ponies! -tweet!-" Wind Whistler chirped, bouncing around in the air excitedly. "You're the one who wanted to se 'em, Majesty! Isn't this the most exciting thing?"


	11. Chapter 11

Understanding

The flowers, the sights, the scents... Majesty didn't want to admit it, but Flutter Valley was a rather beautiful place. The flutter ponies lived in small, gazebo-like houses that fit their diminutive stature, which sat at the very top of luxuriant tropical trees. Beautiful gardens were maintained all throughout the massive tree-city, making it looking like one big, scenic park.

"I must say, Holly, these flowers are rather beautiful." Majesty declared, sniffing one of the Marigolds. "I mean, there are a lot of exotic flowers in the Dream Castle gardens, but this? I've never seen some of these tropical flowers growing this far north before."

"It's the warmth of the Sunstone that keeps flutter valley tropical." Hollywood explained, fluttering beside the amazed unicorn princess. "Without it, our valley would be nothing but a cold and dead husk."

Wind Whistler and Applejack had gone of to see the boys, leaving Majesty and Hollywood to wander about cobblestone paths of the flutter capital. The two ponies were gazing at all of the flutter ponies fluttering all around them, their gossamer wings reflecting the sunlight onto the ground in rainbow patterns. The princess craned her neck upward to view the swarm of flutters far over her head.

"Why do they stay up in the sky all of the time?" Majesty asked, her neck getting sore from looking skyward. "Don't they ever come down and walk, like Pegasus ponies do?"

"Not very much, we stay out of the way of danger in the air, and we can fly far faster than we can gallop." Hollywood explained, flexing her flutter wings. "We tend to get tired out if we stay too long on the ground to trot. Speaking of which, I'm kind of getting a little winded right now."

Well then, maybe we should head skyward." The princess noted, gazing up at one of the small houses. "I've always wanted to see what the inside of a flutter pony dwelling looks like."

"Good Idea, Majesty."Holly nodded, and pointed a hoof towards the tree where her own house was. "We'll take a rest at my place."

The two ponies want over to Hollywood's tree, and the flutter motioned over to a nearby basket attached to a rope. Majesty trotted over and climbed inside, and a pulley and rope system took her up to the door of one of the flutter houses. Trotting inside the doorway, the princess was quickly followed by Holly.

"Huh, nice little place you have here." The princess noted, looking around at the cozy little cottage nestled high in the treetops. "It's small, but it seems really cozy, with all these small rooms and tiny furniture."

"It works for us flutter ponies, that's all that matters." Holly insisted, motioning for Majesty to have a seat on the couch. "Besides, it's certainly better than the big and empty halls of you regular pony's castles."

"Holly, can I ask you something?" Majesty inquired, as the flutter sat down next to her. "Why does your tribe hate the rest of us so much? What did the rest of Ponydom do to your kind that makes you despise us so?"

"What, besides the way you all treat us with contempt? And the way you all come bursting in and making demands and threatening whenever you think a flutter pony has does something wrong?" Holly replied angrily. "We're all taught as foals that we were betrayed and cast out by regular ponies back in the time of the ancients, and because of that no flutter pony should ever, ever trust a normal pony."

"But it's okay to kidnap our stallions and attack us, right?" Majesty asked, raising an eyebrow. "You want better treatment, but don't want to treat others better?"

"Like I said, it's a hatred and distrust that dies hard. And we're really, really desperate for stallions right now" The flutter actress sighed, slumping on the couch. "By the way, I wanted to say thank you for saving me from your two friends back there. No regular pony has ever stood up for me before."

"Glad to be of help." Majesty smiled softly. "And I'm sorry about Applejack and Wind Whistler, our prejudices against flutter ponies die hard as well, I guess."

Hollywood was about to reply, when a soft knock came at the tree cottage's door.

"Hello, Holly? Are you in there?" A soft voice asked timidly. "I heard you brought the pony princess back here, and I brought you both some sweet treats."

"Oh, Yum Yum! Come on in!" Hollywood opened the door to a purple Flutter with a yellow mane, who was carrying a small basket with a handle in her mouth. "Yes, our royal guest is right here. Majesty, this is Yum Yum, our resident flutter pony chef. Yum Yum, this is Princess Majesty, daughter of the Queen of Dream Valley."

"Your Highness." Yum Yum bowed respectfully, setting a basket of chocolate chip cookies on the table in front of the princess. "When I heard you were a guest here, I made these chocolate fudge brownies for you."

"Well, that's very sweet of you." Majesty replied, before her eyes suddenly went wide. "W-wait did you say FUDGE!?"

To their surprise, the two flutter ponies quickly learned of Majesty's greatest weakness...any baked good made out of fudge. The princess proceeded to devour almost the entire content of the basket.

"OM NOM NOM NOM NOM NOM NOM BUUUURRRRRRP!"

"Oh my, it seems our royal princess has quite a royal appetite!" Hollywood laughed. "I was hoping to get a few brownies myself, though."

"Oh don't worry, Holly. I brought a second batch." Yum Yum replied, reaching just outside the door, and bringing in a cecond basket she left hanging on a branch. "But I am pleased to see the princess enjoyed my baking so much."

"Are you kidding, these brownies are great!" Majesty gave the two a big smile. "Even our cook cupcake back home couldn't make something this wonderful!"

"Well, I do try." Yum Yum giggled. "I love to bake everything from cookies to doughnuts; you should try my spaghetti sometime, every flutter pony just loves whatever I make."

"You should take your recipes to Bright Valley, and start a restaurant there. Your cooking would put all the ponyland chefs to shame." Majesty sat back, thoughtfully. "In fact, with your beauty and grace, there are a lot of things you flutters have that put the other kingdoms in Ponyland to shame."

"It's true, it's why so many other ponies hate us." Hollywood sighed. "It's why flutters who are captured have their wings clipped, for unicorn mages to use in their magic. And why flutter ponies are treated with suspicion everywhere."

"Oh no, it doesn't have anything to do with flutter ponies taking earth ponies as slaves centuries ago." Majesty retorted, stamping her hoof on the floor. "Nor the superiority complex that lets your tribe ponynap innocent stallions against their will."

"Would both of you stop it, please?!" Yum Yum pleaded, stepping between them before they could start arguing. "Can't you both see that it's lingering distrust on both sides that's kept this whole mess going?!"

Majesty started to say something, but then though the better of it, and fell silent. After a few minutes, Yum Yum finally spoke up.

"So, you're going to be facing Queen Rosedust tomorrow in the battle corral, that's incredible!" The cooked told her, flittering her wings excitedly. "No one has ever beaten her in a duel, you've really got your work cut out for you."

"Say, I can use my magic in this duel, right?" Majesty asked nervously, realizing she had never asked about the rules. "I'd kind of be at a disadvantage if I couldn't."

"Yes, unicorn magic is permitted." Hollywood replied, taking a bite of a brownie. "But so are the queen's flutter pony abilites. If you're not careful, you could be utter fluttered right out of the corral."

"Oh, well that just makes me feel so much better." Majesty sighed. "Great horsemaster, what the hay have I gotten myself into?"

That sat there in silence again for several minutes, before Hollywood finally spoke up.

"Hey, we shouldn't just be moping around here, you need to get your mind off the duel." The actress smiled. "Why don't you let Yum Yum and I show you some real flutter pony culture?"

"Okay..." Majesty replied, unsure. "What exactly did you have in mind?"


	12. Chapter 12

Sunlight Ballet

"Trust me, Princess." Hollywood declared. "You are so going to love this!"

The two flutter ponies took Princess Majesty to a large, circular amphitheater, filled with mares and stallions who were all talking and laughing among themselves, while they waited for the show to start. Finding a seat in the third row opposite the stage, Majesty and her two friends too a seat on the stone benches.

"Wow, there must be over a hundred flutter ponies here!" Majesty said in awe, looking around at the gathered crowd. "I've never seen so many of you in one place!"

"They have a good reason to be gathered here, Princess." Yum Yum assured her. "You've never seen anything like what we're about to show you!"

The curtain rose, and Majesty saw a lovely flower-covered stage with a fountain in the center.

"Ladies and gentlemen, mare and stallions and foals of all ages!" The announcer's voice boomed throughout the amphitheater. "Please, put your hooves together for Lady Flutter and her Summerwing ponies!"

Six mares all came out on stage, bowing to the audience, before beginning their dance. They started slow at first- twirling, jumping, kicking, and leaping in midair- before gradually getting faster and faster. Majesty was impressed by their leaps and flips, but didn't seemed to be very awed by the Summerwing ponies' performance.

"Not bad, they are very good performers." Majesty conceded. "But I don't see anything that makes them any more or less special than Dream Valley's dance troupe back home."

"Just wait for it, princess." Hollywood told her. "These girls are just getting started!"

Next the Summerwing ponies took off into the air, dancing and spinning around in graceful arcs above their heads. They seemed almost like butterflies fluttering about the sky to Majesty... but she was still not impressed.

"Okay, that's even more amazing. But I've seen more incredible stunts from the Fort Dash fliers." Majesty scoffed. "I'm still not seeing what you are both so-"

And then... she saw.

The Flutter Ponies flew up in front of the sun, and a thousand colors exploded from their wings. Red, blue, green, yellow... a tapestry of colors suddenly exploded all over the arena. The six Summerwings danced all through the sky, the sun shining down through their wings, and filling the area with a rainbow.

"Wow!" Yum Yum exclaimed.

"Incredible" Majesty agreed, her jaw almost hitting the floor. "Simply... incredible!"

"Not so unimpressive now, are they?" Hollywood asked, a smug smile spread her face. "I told you there was something special about them."

"But how..." Majesty stumbled over her words, dumbfounded. "But why...?"

"It's called the symphony of color, one of our greatest traditional ballets." Hollywood said proudly. "In our oldest legends, it is told how a mare of the ancients attained flutter wings through magic, then did a fantastic dance across the sky to create a fantastic display of color."

"But the mare grew proud, and flew too close to the sun, which caused her beautiful wings to burn up." Yum Yum continued. "She fell from the sky, and we flutter ponies remember it as a tale of a pony who did not respect the gift of flutter flight."

"We created this ballet to remember how much we revere the gifts that have been given to us." Hollywood finished. "It's a celebration of everything we flutter ponies are

On stage, the six summerwing dancers all rose simultaneously towards the sun, before dropping back towards the stage in a glorious dive. The audience exploded into thunderous applause, including the unicorn and her two friends.

"I never you you were capable of such beauty..." Majesty Whispered, still in awe. "Tell me... may I speak to the dancers, if it's all right?"

"Here, let's go up to the stage." Hollywood replied with a smile. "I'll introduce you to Lady Flutter and her troupe."

...

Farther away in a wood stockade, the three captured males were being held against their will. Applejack and Wind Whistler were only able to talk to them through the bars, but soon discovered their level of unhappiness and discomfort. The two mares tried to ignore the two flutter pony guards glaring at them, as they tried top comfort the captives.

"Ugh, it's so cramped in here!" Ice crystal groaned, trying to shift around while being stuck in a tiny cage with his two friends. "When are they gonna let us out? I have to go to the bathroom!"

"Awwww, poor Icey!" Wind Whistler frowned, caressing his hoof through the bars. "Those mean old flutters keeping you in a tiny cage? That's -TWEET!- terrible!"

"We'll be all right here, Miss Whistler." Tornado replied, struggling to stand up in the cramped cage. "Just make sure Majesty wins that duel tomorrow, so we can get out of here!"

"I don't know, you three actually look better off in there." Applejack goaded them. "Maybe we should just leave you in there for the Flutter Ponies."

"Noooooooo, you can't just leave us to Rosedust and her tribe!" Thundercloud pleaded, rattling the cage bars. "The flutter ponies will try and put us to stud to create other flutters!"

"And you three want me to let you out, so Ice Crystal can be put to stud with Wind Whistler again?" The three stallions and Windy all scowled at her. "Okay, okay... just teasing all of you. I wouldn't leave you thee become flutter mares' playthings."

"But we can't get out unless Majesty defeats Rosedust." Tornado noted, shaking his head worriedly. "Do you think the princess has a chance?"

"I don't know, Tornado, I just don't know." Applejack replied with a sigh. "We'll just have to see if Majesty has what it takes in her."

...

"Excuse me, Lady Flutter?" Hollywood called out to her, trotting up onto the stage. "This is Majesty, the visiting princess of Dream Valley. She wanted to Meet you."

"Huh? Oh yes, Princess Majesty, The one who is challenging the queen to a duel." Lady Flutter and Majesty bowed to each other. "Always good to learn someone enjoyed our performance."

"I thought it was incredible! Such passion, such dedication you put into your art form!" Majesty declared, smiling and bowing to the pink flutter pony with the ladybug cutie mark. "I've never seen such strong emotion in a dance before!"

"Really that surprises me, princess." Lady Flutter replied in surprise. "After all, it was your own mother who was my dance instructor when she was younger; she was the one who taught me to put my feelings into my movement and form while dancing."

"What?! My mother? My cold-hearted, ruthless mother?!" Majesty squeaked, her mouth agape. "I'm sorry, lady flutter, but you must be mistaken. My mother never taught any dance classes, at least that I've heard about."

"Oh no, your mother did indeed teach a dance class I was in, back during the Dragon Wars." Lady Flutter explained. "I was a young noblefilly for flutter valley, and I had been sent along with several other fillies from the nobility to entertain the troops during the war. There were almost a hundred of us from different kingdoms in the confederacy, and most of us were scared and shy, and few of us even knew how to sing or dance. But your mother had been sent along as the princess of Dream Valley, and she took charge of all us girls on the tour. she taught us to dance, to take out are fear by finding joy in the joy we were bringing to the troops on the front lines. I am eternally grateful for the lessons she taught me during those trying times."

" believe she took charge, but I can't believe she taught you anything about feelings." Majesty shook her head in denial. "My mother the queen is many things, but kind is Not one of them. She has about as much warm hearted feeling inside of her as an iceberg."

"You would be amazed what some people are like, Princess Majesty, once you get to know them." Lady Flutter told the filly as she trotted offstage. "You may find more in a pony than what you believe them to be."

As the dance troop flittered away, Majesty was left to ponder the noblemare's words.. and to wonder how she was going to overcome the diffcult challenge of her battle with the flutter queen.


	13. Chapter 13

Battle Corral

"Rose-dust! Rose-dust! Rose-dust!"

"Majes-ty! Majes-ty! Majes-ty!"

The audience erupted into cheers, as both mares entered the arena. The field of battle was a large, elevated circular area, surrounded by a large wooden fence with a swinging latched gate. Each mare took her place on the opposite sides of the corral, standing on their back hooves, and assuming a fighting stance.

"Be careful, princess! Watch your flanks!" Applejack yelled from the sidelines, her eyes carefully fixed on the fight about to begin. "Don't let her fly above you and surprise you!"

"Go get her, Majesty!" Wind Whistler called out. "Kick her in the flank!"

"Good luck, both of you!" Hollywood declared, not cheering for either combatant- one being her friend, the other her queen. "May the best mare win!"

"Oh dear!" Yum Yum declared, covering her face with her hooves. "I hope nobody gets hurt!"

Several similar shout outs came from the audience in favor of her opponent, but the princess blocked them out. Majesty's attention was focused solely on the flutter pony queen, who had removed her plume Penna feather from her mane, and was now scowling at her unicorn opponent angrily.

"Just because your mother is the most powerful pony on the planet, do not think I will go easy one you." The flutter queen warned.

"Don't think just because you're a fragile flutter pony, that I'm going to go easy on you, Featherduster." Majesty snapped back.

"Ladies, the rules are simple." The duel's arbiter explained from the sidelines. "No weapons, no fatal blows, and no magic besides winking and levitation. The first pony to either get knocked out of the corral, or to leave willingly, is the loser." She dropped her hoof. "Now, noble mares of Ponyland, fight!"

Majesty barely had time to react, before the other mare was upon her. Jab with the front hoof, bite, kick with the back hoof; Majesty barely dodged all three blows, before launching a counter attack- jab, jab, kick, bite, kick! Roseduxt nimbly avoided the blows, then jumped and roundhouse kicked Majesty, right back into the corral fence.

"Yay, Rosedust! I knew you could do it!" One of the flutter mares declared, cheering her queen on. "Show that prissy princess who's boss!"

Two hot mares fighting, this is awesome!" One of the few flutter stallions in the audience told his friend beside him. "Now all we need is a bucket of mud for them to wrestle in!"

"Seems you non-flutters aren't so tough, after all." Rosedust snorted, trotting up to Majesty. "Ready to give up, your spoiled brattyness?"

As the flutter queen mocked her, the princess's face turned up into a snarl of rage. Majesty's horn began to glow, and Rosedust was thrown violently against the other side of the corral. Majesty leapt after her, and the two jumped up onto their back hooves and began to kick at each other with their front legs like feral ponies.

"Ohhh, a contest of strength!" Applejack noted, munching on her popcorn. "Majesty's got this one in the bag!"

"Don't be sure about that, Miss Applejack." Hollywood spoke up, sitting in the seats above the two non-flutter mares. "Our queen has not yet pulled out her greatest weapon."

The two ponies fought for several more minutes- jab, kick, jab, duck from Rosedust, and a kick, jab, kick, duck from Majesty- before the two ponies became locked in a grapple. Majesty was just about to throw the queen with her front hooves, when the flutter mare decided she had had enough.

"That does it, the filly gloves are off!" Rosedust snorted angrily, breaking the grapple, and fluttering up high into the air. "Now you're going to get it-shifting to utter flutter!"

A powerful wind hit Majesty, knocking her clean of her hooves, and nearly sending her flying out of the arena. Grabbing onto the corral fence, the Dream Valley princess hung on for dear life.

"Still think you can defy me, child?" Rosedust taunted her again. "Your efforts to win this duel are futile; give it up, before you truly get hurt!"

"That does it, Queen Rosebutt!" Majesty snapped, getting her last burst of adrenaline. "You're going down!"

Majesty's horn lit up one final time, and she managed to teleport high into the air... right above the utter fluttering Rose dust. The princess fell upon the surprised flutter queen, tackling her back down to the ground, and sending them both tumbling out of the battle corral.

"Aieeeeee!" Rosedust shrieked as she and her opponent landed on the ground. Majesty quickly bit down on the queen's right front hoof, biting in like a pit bull, as blood spurted out. "All right! Enough! Princess Majesty, you fight like a wild mare! I concede victory, you and your stallions may go free!"

The audience exploded into cheers, and they came pouring out of the stands to congratulate both combatants. Majesty, still weary from the combat, was hoisted up by Applejack and Wind Whistler, who congratulated her on freeing the stallions.

"You really did it, princess!" Wind Whistler declared, grinning wildly. "You beat the flutter queen!"

Both sides would call it a draw that day, but it was indeed a win. It was a victory for both flutter and non-flutter ponies, in seeing such an honorable battle fought between two mares. An though nobody present was yet aware of it, this was to be the first step in a friendship between Dream Valley, and Flutter Valley, that would one day save them _both_ from destruction.


	14. Chapter 14

"Well, it's about time that you let us out of here!" Tornado snorted, as the flutter guards released him and the other stallions from their wooden cage. "We were trapped in there for far too long!"

"Awww, my poor -tweet!- Ice Crystal!" Wind Whistler cried in dismay, helping him as he stumbled out of the cage. "They didn't hurt you too much, did they?"

"I feel like..." The stallion stuttered, his eyes going wide as he galloped away quickly. "Oh shoot, I have to go to the bathroom!"

"Thank you for getting us out Miss Applejack." Thundercloud bowed to her, as he was released. "It's seems we owe you mares a great deal."

"Don't thank me, Thunderbutt. It was princess Majesty who saved you three's sorry flanks." The apple picker snorted. "If it were up to me, you'd all three still be in that cage."

Although it had been a tie because both mares had crashed out of the battle corral together, Rosedust had so been impressed by Majesty's fighting spirit, that she had decided to release the stallions anyway. What followed was a massive luau party, filled with the tropical music and dancing the Flutter ponies were famous for. The four mares were seated at a table with the queen, enjoying tropical fruits while the boystood and drooled over the flutter pony hula dancers.

"Gee, this lime fruit drink sure tastes -tweet!- great!" Wind Whistler declared, sipping a kiwi lime drink out of the coconut-shaped cup it had been served in. "But I wonder how they got the lime in the coconut in the first place?"

"It's just a cup, Windy. It's not an actual coconut!" Applejack replied, rolling her eyes. "They just pour the lime fruit punch into the top, like with any other cup!"

"Wow Rosedust, you flutter ponies sure know how to throw a party." Majesty told her host, as a flutter stallion trotted up, and slipped a tropical flower into the princess's mane. "The celebrations back home never even got near this exotic."

"We like to make sure our honored guests are will entertained." The flutter queen replied, a small frown crossing her face. "Unfortunately, we don't really get that many guests from the rest of Ponyland."

"Well, maybe if you were nicer to outsiders, didn't kidnap their stallions and be suspicious of them all the time, you wouldn't have as much trouble." Majesty chided her. "I know outsiders haven't been friendly to flutter ponies all the time, but distrust and hatred works both ways."

"I know, you are quite correct, princess." Rosedust sighed, taking a bite of the pineapple sundae the serving stallions put in front of her. "I fear we flutters have let a grievance we had against the ancients carry over to you Ponylanders."

"Well, at least the flutter ponies never enslaved us Ponylanders like you did with the ancients." The princess replied with a nervous laugh. "That would've caused some serious relations problems."

"Actually, we were kind of pleased your ancestors drove the ancients out." The flutter queen replied awkwardly, trying to change the subject. "So , where will you and your companions go after this?"

"Well, Wind Whistler want to go and find the cutiesarus, so since she was filling to come along and help me to find the flutter ponies, I kind of want to help her out."

"If it is the cutiesarus you seek, follow the trail out of Flutter valley north, into Rainbow Valley and through the old unicorn run." Rosedust told her. "You can take shelter from time to time in the ruins of the ancients that dot the countryside. But beware the human wizard, Rugmatot Wantall. He lives in that region, and it is said he harbors no love for ponies of any kind."

"I think we can take care of ourselves, we handled a bunch of goblins in the mastificent forest already." Majesty told her proudly. "Besides, we already have the mountain boy ponies along to protect us if we need them."

"Those worthless males? They can barely protect themselves." Rosedust scoffed. "Hollywood, get your worthless flank over here, this instant!"

"Yes, great Rosedust?" Hollywood asked, fluttering out of the line of hula dancers, and bowing to the queen. "What is it I can do for your highness?"

"I want you to accom-pony Majesty and her entourage out of Flutter Valley, and join them on their quest." The queen shook her head. "A flutter pony's agility and grace might be of use on this adventure."

"B-but your highness, I'm just an actress!" The flutter pony protested. "What can I possibly do to help on an adventure?!"

"You led them into flutter valley, now you can lead them out!" Rosedust growled at her. "Or perhaps you'd like to spend the next month helping Queen Bumble and her bees harvest honey from their hive?"

"*gulp* I-in that case, I think I'll go and get my bags packed!" Hollywood zipped away through the air. "See you again after the party, princess!"

"Wow. that was kind of mean, your highness." Majesty noted, staring after the panicked flutter pony. "Must you be so harsh with your subjects?"

"Majesty, you will find that sometimes, that a ruler must be firm when dealing with other ponies." Rosedust explained. "It's one of the things you will have to learn, before you will ascend to your mother's throne, and become queen."

"The more I learn as I go along, your highness, the less I wish to take my mother's throne." majesty replied, shaking her mane sadly. "I should probably head back to my room, we'll need to get an early start tomorrow."

"Hey A.J., Windy!" thundercloud called out, as he, the other males, and the hula dancers formed a conga line. " The party's just gewtting warmed up! Why don't you come and join us?"

The two fillies smiled at each other, then went to joins the stallion in the line. They conga danced around the burning torches and tiki heads, dancing along with the pounding drums and tropical music until daybreak.


	15. Chapter 15

Beware Wizard Wantall!

 _"So that was how you defeated Rosedust, and rescued the stallions!" I replied with a laugh, putting my quill down for a moment. "I've heard so many stories on how you did that, I was beginning to wonder how much of the tall tails were true."_

 _"Well, I've heard some of those tails, and I can assure you; Rosedust and I did not blow the tops off of mountains with my magic blasts, and her utter flutters." Our queen replied with a laugh. "Both of us trotted away with bruised egos and bruised bodies that day, but we also trotted away with a mutual respect for the other we would not have otherwise."_

 _"So, you added a Flutter pony to your group, before continuing on your way." I added, steering the discussion back onto the subject of the narrative. "Did she slow your group down any? I mean, given those skinny bodies, there's not much muscle in there.""_

 _"No, not at all!" The queen replied. "Actually, flutter ponies barely walk around at all, fluttering around just above the ground to move. Hollywood could flutter fast enough to keep up with us at a well-paced trot, and she could even keep pace in the sky when we went into a full-on gallop!"_

 _"Did her addition cause any friction for the group?" I asked, taking some notes before we returned to the story itself. "Did those bad feelings from the other two mares carry over from Flutter Valley to the rest of your trip? What about my father, and the rest of the mountain boy ponies?"_

 _"Oh yes, Applejack and Wind Whistler _did not_ like that girl following us for the next part of the journey." Majesty replied, shaking her head with a sigh. "And let me tell you, your father and the other two stallion's reactions to Hollywood's presence _did not_ help the situation one bit."_

 _"Speaking of Wind Whistler, this doesn't sound like her at all." I noted, thinking about something that had been bothering me throughout the story. "The Wind Whistler I know is a cold and logical pony, free from emotions and emotional responses. This doesn't seem like her at all."_

 _"The Wind Whistler you know is a very different pony than she was in her youth, Tornado." Majesty replied sadly, closing her eyes, and turning her head away. "How she became like that, is a story for another time."_

 _"Anyway, how did you feel about how everything was going?" I asked her, shifting around my weight as I continued writing. "Did you personally want to go and look for the cutiesarus?"_

 _"I was more concerned with helping Wind Whistler out, after she had done so much for me." Majesty looked thoughtful for a moment. "Besides, I really wasn't really ready to go home and face my mother. So another adventure seemed to be the way to go."_

 _"So you headed into the Rainbow Valley?" I asked, ready to begin the narrative again. "You headed into the territory of the Wizard Rugmatot, near the vicinity of Fort Dash?"_

 _"That is correct, Baron Tornado." Majesty replied, settling back into her throne. "We were on our way into a very different kind of trouble..."_

...

"Come on, you guys!" Winder Whistler called back to the stragglers. "Hurry up, try not to -tweet!- fall behind!"

The party of five ponies tried to keep up with the Pegasus, but it was difficult to follow on the rocky terrain on the jungle floor.

"Hey Windy, could you slow it up a bit?" Applejack asked, gasping for breath. "Not all of us can keep up with a flier, ya know!"

"Awww, come on you sour apple!" Wind Whistler giggled. "You can keep up with me, if you would just gallop a little faster -tweet!- and maybe stop eating so many apple dumplings, hee hee!"

"Ha ha ha ha ha!" Tornado chuckled. "Good one, Windy! You should laid off the apples, fatso!"

"Are you saying I'm FAT!?" A.J. Scoffed. "You shut your mouth, you stupid stallion!"

"Hah hah! The silly pony can't even take a joke!" Wind Whistler laughed. "I knew fatty couldn't keep up with-"

ZOOOOOOM!

Hollywood raced past Windy, nearly knocking out of the sky as the flutter literally flew circles around the Pegasus. Zipping back down to where the other ponies were, she landed right in front of the stallions.

"Whoa, Holly! that was awesome!" Thundercloud exclaimed, rushing up to the Flutter pony. "I've never seen anybody fly like that!"

"Yeah, that was pretty incredible!" Ice Crystal agreed, trotting up beside Thundercloud. "You the greatest flier I've ever seen!"

"You got it boys, I'm the best mare in the air!" Hollywood landed in front of the stallions, turning her backside to the boys, and wiggling her gorgeous flank at the two fascinated males. "Some girls got it, some girls don't!"

"Boy, I'll say!" Ice Crystal whispered to his best friend. "That caboose blows Windy and A,.J.'s behinds away!"

"I know!" Thundercloud whispered back. " Just looking at her flank, I can feel my saddle belt tightening!"

The two other mares, meanwhile, glared at the flutter pony, scowling.

"What do you say we make a truce, and gang up on the flutterbutt?" Wind Whistler spat, landing beside Applejack. "Maybe we could push her into a pond while she's asleep?"

"Sounds good to me." A.J. agreed, looking back at Majesty. "You with us, princess? I haven't heard anything from you for the past hour."

"I'm trying to keep my attention on where we're going, A.J." Majesty replied, still trotting forward on the path. "And that means ignoring you two and you're little school filly antics!"

"Hmmm, I wonder what would happen if we introduced Holly over there to Prince Tux n' Tails from Fort Dash?" Applejack replied with an evil grin, remembering the name the princess had muttered in her sleep. "I'm suuuuure the little flutter trollop would get along with him juuuust fine!"

Majesty's eyes went wide, before she started glaring at Hollywood like the other two.

"No girls, you're thinking too small." Majesty whispered to her two companions, as Hollywood giggled and flirted with the two stallions. "We wait until she's asleep, splatter her wings with syrup so she can fly, that it's time to play a game of 'swat the bug' until she agrees to stop acting like a harlot."

As the three mares were plotting, Tornado came back down from the path ahead, trotting up to his two male friends. "Guys, I've scouted ahead... I saw a dark fortress, on a hilltop about four miles from here."

"Oh no, that must be the Wizard Rugmatot's lair!" Hollywood whinnied in terror. "We flutter ponies never come this far north, out of fear of falling under his spell."

"Don't worry, Miss Hollywood!" Ice Crystal declared, bowing to her. "We'll protect you from this great evil!"

"Yeah, it can't be that hard!" Thundercloud agreed. "How tough could a human wizard possibly be?"

...

"What?! Ponies in my domain?" An angry voice bellowed. "What arrogance is this!?"

A dark and shadowy figure watched the ponies from his enchanted mirror, displeased at the new arrivals in the unicorn run. Pulling his cloak up in front of his face with his right arm, the sinister looking being called out into the darkness of his tower in anger. "Rapunzel! Goldilocks! Come here this instant!"

"Coming your greatness!" Two twin earth pony mares, with pink coats and golden blonde manes, came galloping up the steps and bowed to the man. "You called us, wizard Wantall?" The twins replied in unison.

"A herd of ponies has entered our lands, uninvited and without my permission." He growled, turning to face the twins. "These ponies must learn the folly of angering Rugmatot Wantall. Greet them warmly, and bring them to me."

"As you command, my lord." Both mares bowed again, then turned to gallop away. The Wizard turned back to his mirror, to watch Majesty and her friends.

"Well, it looks like I may have a few new mirror slaves soon, after all..."


	16. Chapter 16

Amidst the Ruins

"I dunno, this place is really creepy." Tornado said with a shiver, looking at the eerie decor all around her. "Are you girls sure you want to set up camp here?"

"Ohhh, don't be such a fraidy stallion!" Wind Whistler chided flapping above the mountain boy pony's head. "These ruins are the perfect place for us to set up camp!"

The seven ponies had arrived at the center of the valley, where what appeared to be the ruins of a small city stood at the crossroads of two very ancient traveler's roads running though the Rainbow Valley. Majesty had felt the ruins would be a safe place to set up camp for the night, seeing how the first set of ruins they had stayed in been advantageous against the goblins in their last battle. It was not yet evening as the party began to set up camp, but they were all grateful for the rest it would bring.

"Wow, the rainbow valley looks incredibly beautiful." Ice Crystal noted, standing at the edge of the ruins, and looking back up the path they had first come from. "It's more forest-y than the jungle we came though in Flutter Valley. But why do they call this place Rainbow Valley?"

"The answer to that is right above your head." Hollywood pointed a hoof skyward, causing everybody to look straight upwards. "If you look high into the sky, you'll see a wonder that not even the ancients knew existed!"

As their eyes gazed skyward, they noticed a long, beautiful rainbow arching high above the clouds, filling the top of the sky with colors. Even now, as the sun was setting, the giant overhead rainbow filled the night sky over the valley with color.

"Whoa, is that...?" Thundercloud asked in awe, his voice trailing off as he stared at all the bight colors.

"The rainbow portal to earth, yes." Holly wood finished, looking between the stallions with a smile. "It's how the humans and the other races first came to our world. The rainbow lights up the night sky over the unicorn run, and touches down in Dream Valley to the east. It's a beautiful sight for any pony, wither by day or by night."

"Uhhhh, Holly? Don't you mean every _body_?" Wind Whistler asked in confusion. "Everypony isn't even a real word."

"No no Windy, I meant 'every pony', as in two separate words. I was just referring to equines who might wander through here" Hollywood corrected . "But I do admit, 'everypony' does sound like something really stupid word."

"Yeah, just like 'anypony'!" Windy replied with a giggle. "Or nopony!"

"Or somepony!" Holly laughed back. "Or manypony!"

"This is a riot!" Wind Whistler fell back, laughing hysterically. "Too many ponies!"

"I don't get it." Ice Crystal said in confusion, watching the two mares laugh over their own joke. Thundercloud just shrugged.

Meanwhile, Applejack and Majesty were on a tower in the center of the ruins, getting the layout of the land before they set up camp. The princess was staring down at the other ponies, amused by their little joke.

"Look at those goofs down there, just having their little fun." Majesty chuckled. "It amuses me Wind Whistler can get along so well with Holly, even with how much she dislikes her."

"Yep yep, the airhead gets along with the bimbo, no real surprise there." A.j. replied, half ignoring the princess, as she unrolled a bunch of maps on an old stone table. "We've got more important things to worry about, kid, like figuring out where we're going from here."

"Say, Applejack? Do you wonder what kind of place this was?" Majesty asked, looking down at all of the crumbling walls, and toppled stone pillars. "Did you ever winder what the ancients built it for, or what they did here?"

"Can't say I ever gave it much thought, kid. Nor that it warranted much thought." Applejack looked up up from her maps, and pointed a hoof at a pony statue with both wings and a horn on it. "See kid, I've heard the ancients believe in a lot of silly stuff that ain't worth wasting time on. They were a bunch of wierdoes with heads too big for their bodies and ridiculously giant eyes. They paid lip service to friendship, but let their rich and powerful ponies get away with bullying and walking all over other mares and stallions." A.J. stamped her hoof on the table, snorting angrily. "The best thing we Ponylanders ever did was driving those losers out of these lands, and good riddance to them, I say!"

"Wow, you don't like ancient ponies, and you don't like modern ponies." The princess sighed. "Is there anything or anybody you do like?"

"I like ponies who don't ask stupid questions, and don't waste my time." A.J. turned back to her map. "Now, are you going to come over here and help me figure this thing out, or not?"

"I'll be there in a sec." Majesty looked back down where the others had been. "Hey, everybody but Tornado up and left! Where the heck did they all go? What are they doing?"

"Tornado's standing guard like I asked him to, Ice Crystal went off with Wind Whistler, and Hollywood's gone with Thundercloud." Applejack raised an eyebrow. "And as to what they're doing... you're a grown filly, kid. You've seen the looks those mares have been giving those stallions, and vice versa. what do you _think_ they're doing?"

"Ugh, I don't want to even think about it!" Majesty rolled her eyes, trotting away. "You always seem to think the worst of people, A.J., I think I'll go talk to Tornado, instead."

"Suit yourself." The earth pony replied, again not looking up from the map. Applejack was so engrossed in what she was doing, that she didn't hear the two didn't hear another earth pony come up behind her with ropes, and suddenly spring on the unsuspecting mare.

"Hey, what are you-!?" A.J. snorted in surprise, struggling against the other mare. "Let me go!"

The two ponies wrestled against each other, kicking and biting. Applejack was strong... but the other mare had gotten the drop on her.

"I'm really sorry about this." Rapunzel sighed, pulling the ropes tightly around A.J.'s legs, before gagging her. "But I really have no choice."

Far below the tower, the sound of two ponies giggling and laughing could be heard from a cluster of trees just outside the ruins.

"Ohhh, Icy, you're so energetic!" Wind Whistler gasped for breath, trotting out into the clearing, and pushing some loose strands of hair back into place in her messed- up mane. "Now you wait here, and I'll be back in a few minutes, okay?"

The Pegasus mare trotted over to a nearby stream, and was cleaning herself up as an earth pony mare snuck up on her with a rope. Windy had barely gotten out of the water, when the other pony jumped her.

"Hey, what gives?!" The Pegasus squeaked, as the earth pony pinned her to the ground. "A.J., is that you in disguise?! Is this some sort of joke?!"

"I apologize for doing this to you." Goldilocks whimpered, holding back the tears in her eyes. "But I am compelled to obey."

An earth pony mare was stronger than a Pegasus mare, and Windy couldn't fly away with her wings soaked. Goldilocks soon had Wind Whistler tied up and gagged, and was soon off with her captive to join her twin.

"Let's get out of here, before the others find out." Rapunzel whispered to her companion, dragging her heavy sack along by her mouth. "There's no way the two of us could take that unicorn, the flutter, and the stallions all by ourselves

"I'm glad we didn't have to hurt the others." Goldilocks replied, dragging her struggling sack along the ground as well. "Rugmatot should be happy with these mares."

The two ponies vanished into the forest with their captives, slowly trotting their way back towards Rugmatot's castle...


	17. Chapter 17

Seeing Double

The central chamber in the dark stone tower was a dark, damp, and lonely place. Antiquated furniture from a bygone age were littered about the room, and shelves covered in spell books lined the walls. The sounds of hoof steps coming up the stairs broke the silence, as two mares carrying a pair of moving sacks set their burdens down upon the cold stone floor.

"UGH! Let me out of this bag, you ornery sidewinder!" Applejack snapped, rip[ping her gag off with her teeth, and struggling to break free. "Damn you, let me GO!"

The earth pony mare was promptly dumped onto the tower's stone floor, and Wind Whistler was quickly deposited beside her.

"You damn madmares! Howe dare you kidnap us!?"A.J. spat, looking up at the twins and scowling. "Who are you, and why the heck have you brought us here?!"

"We are sorry that we had to take you, but the master forced us to carry out his evil will." The two mares replied in unison. "We are Rapunzel and Goldilocks, and we are the mirror."

"Well, I can see why you're called the mirror twins, since ya both look exactly alike, except for slightly different coat tints and cutie marks." Applejack replied. "So is your 'master' using some kind of spell to control the both of ya?"

"No, you misunderstand." Rapunzel Explained. "We are the mirror twins, born of the enchanted mirror. We have no choice but to obey he who controls the mirror."

"The pony we were copied from, Fairy Tale, was a favorite of the master's, the only pony he ever befriended from a time when he hated most ponies." Goldilocks continued. "Fairy Tale expired from old age long ago, yet we remain here, to serve the master."

"Gee, that really suck that you girls are stuck being his slaves!" Wind Whistler spoke up, as the twins removed the gag from her mouth. "I hope he doesn't plan on doing the same to us!"

"Oh, don't worry! I have no plans to enslave two worthless ponies such as yourselves!" Rugmatot declared, coming down the spiral staircase from above. "It's your essence that I desire, your forms as a basis to build my army!"

"Wizard Wantall, I didn't hear you slither up!" Applejack snapped, glaring at the wizard in anger. "So you grabbed us to use as pawns in your evil magical plans, hmm?"

The towering spell caster loomed over the two helpless ponies, pulling back his hood to reveal a bald head and cold-back eyes. Gaudy jewelry of different colors and sizes decorated his hands, head, and neck. The overweight wizard kept wringing his hands constantly, showing his obvious nervous demeanor to the two captive ponies.

"Gee, mister Wantall, you sure have a lot of big furniture -tweet!- in a tiny room." Wind Whistler noted, looking around at the bizarre decor. "You got size issues or something?"

"I know this place must seem a bit disconcerting, but that's simply because of it's construction." Wantall replied, gesturing around the room dramatically. "This tower was once a military base for the ancients, who were apparently only about two to three feet tall. My furniture was a little bit... large by comparison, when I moved in a few centuries ago."

"So is that what you brought us here for?" A.J. replied snarkily. "To show off your home decor to two ponies?"

"Ohhh, indeed! I've brought you to this chamber to show you a very special piece!" Rugmatot walked over to a tall object covered with a cloth covering it. "In fact, I have a strong feeling this particular little gem will have you two _reflecting_ upon yourselves!"

Wantall pulled the cloth of the piece of furniture, revealing a tall circular mirror. As the mirror twins took their ropes off, the two ponies powerlessly gazed into the reflective surface for a few moments... until they noticed the ponies in the mirror were _staring back_.

"Eeee! Applejack!" Wind Whistler shrieked, jumping into the air in surprise. "I think our reflections are moving! On their own!"

"They ain't just moving!" A.J replied, too shocked to run away. "They're coming out off the mirror!"

The two duplicates stepped forward through the glass, trotting right out to face their original counterparts. Several moments of silence passed between the four ponies, before the Applejack reflection spoke up.

"Howdy, yall! It's really nice ta meet ya!" The fake earth pony smiled warmly, talking in a southern accent that haunted the back of A.j.'s mind. "I'm as pleased as punch that y'all could come by fer a spell!"

"This... this is not possible!" The original Applejack cried, taking a step back. "Who are you?"

"Why, I'm y'all." The A.J. copy replied. "I'm y'all before life too away all the happiness and innocence. Back when you knew how to love, instead of how ta hate."

"No, you can't be!" Appljack screamed back, collapsing to the ground and covering her face with her hooves. "This cant' be happening! It just can't!"

"Salutations, Wind Whistler." The Windy duplicate greeted her, trotting up to face her counterpart. "I trust my unexpected appearance is not too alarming to your person?"

"Wow, who are you, lady? -tweet!-" The original Wind Whistler asked in confusion. "You look like me, but you sure as heck don't sound like me!"

"Oh, but I am you... I am the mare you will one day become." The reflection replied, a cold and emotionless gaze in her eyes. "I am you, free of all those silly emotions and feelings, free to embrace the cold hard truth of logic and reason."

"Noooo! I don't wanna be like you!" Wind Whistler cried, tears streaming down her face. "I don't wanna be anything like you!"

The two original mares tried to escape, but were quickly set upon by their counterparts and the mirror twins. It didn't take long for the four reflections to subdue A.J. and Windy, before tying them in ropes once more.

"Excellent, girls! Take them to the dungeon!" Rugmatot Wantall roared with laughter. "Their reflections will return to the group, and help bring the remaining ponies under my power!"


	18. Chapter 18

Confession

"Hey, guys? Have you seen Windy around?" Ice Crystal asked, as he came racing out of the underbrush. "We were playing a game of tag, and she just disappeared. Now I can't find her anywhere!"

Hollywood and Thundercloud looked up from where they were playing a board game, troubled looks crossing their faces.

"I don't know, we haven't seen them come this way." Thundercloud replied, standing up and trotting over to his fellow mountain boy pony. "Bid you hear her go off in the other direction?"

"No, she just walked over by the river to get a drink, and vanished!" The other stallion replied. "I think we should go, and try to find her!"

"Everyone, we have a problem!" Majesty came galloping up to the others. "Applejack's disappeared, and I really need your help to locate her!"

"Wait, A.J. had disappeared, too?" Ice Crystal exclaimed. "Wind whistler is gone, too! She disappeared while we were playing hide and seek, and-"

"Whoa, you and her were just playing hide and seek? And Holly and Thundercloud were just playing a board game?" Majesty grinned, as she looked down at the game lying on the grass. "Boy, is A.J. going to be depressed when she finds out she was wrong about all of you!"

"Look, Princess, we really don't have time for that right now." Hollywood interjected. "We need to find our friends, before something awful happens to them!"

"Quite right!" Majesty agreed. "Ice Crystal, you and Thundercloud go search around the area Windy disappeared, and head west. Holly, you and I should head east. Tornado's out scouting about, so he may run into them, as well. let us all meet back at the camp in on hour!"

"Got it!" The all replied in unison, each trotting off in their own separate directions. When Majesty turned and looked back, she noticed the two stallions had trotted over to the other side of the clearing, and vanished into the treeline.

As Majesty and Hollywood made their way through the great pine forest, Majesty tried to strike up a conversation with the flutter pony.

"So, Hollywood..." The princess spoke up, trying to think of something to say. "... I bet you're missing flutter valley by now, huh?"

Hollywood said nothing, letting several minutes of silence hang in the air between the two mares. Undaunted, Majesty tried again.

"Hey, have any family back home?"

Again silence. After several more minutes, the princess turned her head and asked;

"Holly, is there something wrong?"

The flutter pony stopped dead in her tracks, and turned to face the other mare.

"Majesty, why do you and the other girls hate me so much?"

That stopped the princess dead in her tracks. "Huh?... whuh... h-how did you-?"

"Ice Crystal told me all the nasty things you were all saying about me." Holly replied, her voice quivering as she looked like she was about to cry. " Ever since A.J. pulled me out of that bush, Ive tried to be nothing but nice to all of you. But while the stallions have been really friendly, you mares have been talking about doing stuff like throwing me into the river, and threatening to tear my wings off."

"That-that was just talk!" Majesty sputtered out. "We weren't actually going to do all of that horrible stuff!"

"Even though Rosedust ordered me to, I actually really wanted to come along with your party... I wanted to be you friend." Holly turned away to hide the tears. "But all you and the other girls have done is scream and yell at me, and hurl insults. What did I every do to all of you to make you hate me so?"

The flutter pony turned her head to the ground, before Majesty trotted over, and put a hoof under her chin.

"Hollywood, listen to me... we really don't hate you. In fact we're jealous of you... even me." The princess sighed. "Look, Holly... as a flutter pony, you're more beautiful than us, _way_ more pretty than the rest of us." Majesty looked the other mare over as she spoke. "I mean, look at you! Those colorful wings! Those long legs! That slender body! And that flank!" Majesty frowned. "How could any of us even hope to compete with that?! We earth, Pegasus, and unicorn mares, we just cant' measure up."

"That's why you were so mean to me?" Hollywood asked in surprise, drying her tears. "Because you were jealous?"

"Yes, and I'm sorry we acted like that, okay?" Majesty admitted, shaking her mane. "I guess another thing a princess has to learn is how to learn when to tell her friends no to insult the new girl... and when to apologize for when she's acted like an idiot herself."

"Thank you, princess. I really appreciate that." Holly smiled, perking up again. "Now, what do you say we get otu there, and find those two knuckleheads?"

...

On the other side of the forest, Ice Crystal and Thundercloud trotted on a path through the forest, unaware they were trotting towards the evil wizard's tower.

"Applejack, Windy?" Thundercloud called out. "Are you girls out there?"

"Applejack, Windy!" Ice Crystal called out. "Are you certain they came this way?"

"They must have." The other stallion insisted, pointing a hoof at the ground. "Look, there are two trails of hoof prints coming this way, and the shallowness of the steps indicates a mare's weight."

"But what are these lines beside them, like two sacks being dragged along?" Thundercloud noticed. "Something smells fishy here, and it's not coming from the river!"

"Howdy boys." Applejack's voice called out in greeting, as she trotted over to the two stallions. "What y'all doing out heyah?"

"A.J., is that you?!" Thundercloud asked incredulously. "Where in the name of B'zekre have you been?"

"Salutations my good stallions." Wind Whistler added, coming up trotting behind her. "We are pleased to encounter you at this juncture upon our return to our encampment."

"Windy, is that you?" Ice Crystal asked, surprised. "Where did you go during our game? And why do you sound funny?"

"No time for talk naow." Applejack giggled. "Gotta get back to the others."

"See you back at the camp, boys!" Windy finished. "Can't keep our companions waiting!"

Puzzled, the two stallions followed the mares back to the campsite, both exchanging suspicious looks they trotted along after their very strange-acting friends..."


	19. Chapter 19

_Interruption of Youth_

It was just then, when our little chat about or queen's past was interrupted. The doors to the throne room suddenly burst open, and we were greeted by a little blue and white ball of fire that came barreling into our midst.

"Mommy, mommy, come look!" A little filly called out, as she came galloping into the throne room. "I drew a picture of you for art class, and Miss Sundance gave me an 'A' on it!"

"Why that's wonderful, my child!" The queen declared, pulling the foal into her lap on the throne. "My goodness, you did a really nice job on this piece of art! You really are a talented little pony!"

Baby Majesty, the daughter of our queen, who looks exactly like a smaller version of her mother. The only difference is she innocence in her eyes that I have never seen in the eyes of her mother. The queen's warm smile as she held the child in her hooves, is the only time I have ever seen her be happy about anything.

"Why don't you go along, and show your father the art?" Majesty encouraged her daughter. "You'll probably find him up in the banquet hall."

"Okay, mommy!" The filly giggled, running off to join her father. "Goodbye, Mister Tornado!"

"Goodbye, little one." I sigh, as the little ball of energy galloped out of the throne room. "Boy your highness, that daughter of yours is a real ball of fire."

"She had the best upbringing I could give her." Majesty announced proudly, looking down the hallway the child ran run down. "And yet, I still fear I have failed her, in a way."

"Failed her, my queen? But how?" I ask her incredulously. "You don't have a horrible nanny watching over every aspect of her life, you make time for her on a daily basis, and you place no cruel or unfair restrictions on her." I turned back to face the queen. "You're a far better parent than your own mother was, how could you have possibly failed baby Majesty?"

"My mother was very hard on me when I was a filly, it's true. But her harshness taught me some valuable life lessons, and made me the mare I am today." Majesty shook her head. "I was too young to understand that when I ran away, and I didn't realize it for a long time afterward."

"Then why are you so lenient and forgiving with your daughter?" I ask her. "if you feel you've gone to the opposite extreme of your mother?"

"Because I don't have it in me to be harsh with Baby Majesty, Tornado. I am incapable of being as heartless with her, as my mother was with me." The queen replied, looking down. "And I fear, one day, all of Dream Valley will suffer when My daughter is queen, and unable to make the tough and harsh decisions."

"Tough and harsh decisions, my queen? Really?" I ask skeptically, raising an eyebrow. "From everything you're telling me about your fillyhood, you weren't very harsh back them. And from how you've acted since I married Twilight and moved to Dream Valley, you don't seem very harsh now."

"Really, Tornado? You don't believe I am that harsh." She raised an eyebrow at me, her expression turning cold. "Tell me, what I do to that nest of goblins who were raiding our food stores through a tunnel they had dug under Dream Castle, after I discovered their plans?"

"You waited until had the tunnel collapsed by a pony mining crew, and buried the goblins alive when they were coming though the passage for another raid." I gulped, starting to get a bit nervous.

"And what did I do to that pack of trolls, who set up camp at the edge of Dream Valley, who captured and dragged ponies off screaming in the night, to be cooked and devoured around their campfires?" She continued, hate seeping into her voice. "The bloodthirsty butchers who skinned and ate six of my subjects, two of which were innocent foals?"

"You had the Dream Valley stallion knights attack the troll encampment at nightfall, killing all of of their warriors in on swift stroke." I slumped even further in the spot where I was setting. "Then you had them line up the women and children, and forced them to watch the sunrise, which turned them all to stone."

"And the dragon, who threatened to burn down Dream Castle, and every other structure in Dream Valley, unless we gave him all of our treasure, and our friend the lady Megan to devour?"

"You had a team of pony knights and human dragon slayers you hired bring him down, gutted him like a fish, had the meat from his corpse added to our castle food stores, then mounted his head near the Entrance to Dream Valley as a warning to other would-be enemies." I closed my eyes, wishing I could just disappear. "Like in all the other cases you mentioned, you showed no mercy."

"Remember this well, Tornado. While I am a loving mother to my subjects, and friend to all ponies and humans and other good races, but I am a terrible enemy to all who threaten Dream Valley." She warns, as her eyes glow, and the Golden Crown's power resonates with her. "I may be good, Tornado, but not ever make the mistake of thinking that I am nice or kind."

her words left me chilled to the core; even though I do not fear our queen Myself, I fear for any who are foolish enough to try and cross her. There was silence for a few minutes, before I asked. "So... what happened after the two doppelgangers infiltrated your group?"

"Thee were a few of us who were fooled by the newcomers, and a few of us who were not." Majesty replied with a sigh, reclining on her throne once more. "Unfortunately, you wouldn't believe which categorey it was that I fell into..."


	20. Chapter 20

Double Trouble

"Hey, girls! Good to see you back here!" Hollywood called out, as the other two mares approached where they stood in the ruins. "What took you so long?"

The six ponies all met back in the center of the encampment, the others surprised to see Applejack and Wind Whistler return so quickly. As the two mares marched coldly up to the fire, Majesty cautiously approached her two friends, curious as to their whereabouts.

"Applejack, Wind Whistler... so good to see you back here." Majesty told them, confused and disturbed by the two pony's eerie blank stares. "So, what did you find out there that kept you so long?"

"We found a place... a wondrous place, where an equine can _reflect_ on themselves." Wind Whistler replied calmly. "In fact, I do hypothesize that you will be _beside yourself_ to get in."

Really? That's... that's interesting." The princess replied, noticing the gestures that the two stallions were making at her that something wasn't right, and taking a step back from the two mares. "And- and what do you have to say about all of that, A.J.?"

"Ahm totally with Windy, here. This place will change yer life." Applejack agreed, as she and Wind Whistler slowly edged closer to Majesty. "If fact, y'all be a different pony when y'all come outta heayah."

The two mares were almost on top of the princess, when she suddenly cried out. "Boys, NOW!"

The pair of males were upon the fakes in an instant. tackling them to the ground before they had a chance to react. Two two imposters bit, kicked, screamed and howled at the stallions, giving them cuts and bruises all up and down their bodies. Finally, the mountain boys managed to headbutt the two mares in the skull simultaneously, causing the to mares to explode and vanish into a puff of smoke.

"Whoa, that was totally crazy!" Ice Crystal coughed and gagged, as the smoke cleared. "Is everybody here all right?"

"Yeah, we'll live." Thundercloud replied, waving some of the smoke away with his hoof. "I can't believe those mares thought they might be able to fool us!"

"But where in the world did they come from?" Majesty asked curiously, looking down at the spot where the two impostors had been. "This definitely wasn't a disguise spell, because they wouldn't have vanished like that. So what manner of magic created these imposters?"

"It's Rugmatot's evil magic!" Hollywood declared, landing next to the other equines. "He is known for his power to make evil duplicates of good ponies, and now he has taken copied our poor friends, and made them disappear!"

"If they have taken our friends, then in my opinion we must do our best to get them back." Majesty said simply, a determined look in her eye. "I'm not going to leave two of my friends to the not-so-tender mercies of an evil human wizard."

"Then we should head for Rugmatot's palace, at once!" Hollywood declared, speared on by Majesty's bold attitude. "Before he can use them to make any more of his diabolical duplicates!"

"Wow, Holly! That's quite a shocking thing to hear from you." Ice Crystal noted in surprise. "I mean, the way those two treated you and all."

"Fellow ponies are in danger, Icy." Hollywood replied, flutter around over their heads. "It's time to put differences aside, and save our mean-spirited friends."

"Where can we find Rugmatot's tower?" Majesty asked her, ignoring the flutter's crack and A.J. and Windy. "We need a path we ground ponies can follow you on."

"Up, on the other side of the ruins, there's a path that lead's up to Wantall's peak." Holly replied with a shiver. "I had hoped we could avoid that terrible, horrible place... but here we go!"

...

Far, far away from the site of the encampment, Tornado the stallion wandered aimlessly through the forests of the unicorn run. Having gotten hopelessly lost while on his scouting mission, the mountain boy pony was desperately trying to find his way back to camp.

"Blast it, I think this is the third time I've past this rock. Wait is it the same rock?" Tornado asked aloud, with no one around to hear him. "Wait a sec, I think I hear somebody..."

"Shooby doo! Shoop shoopy doo!" A voice called out from the river, with no visible source. ""Shooby doo! Shoop shoopy doo!"

The eerie song filled the air all around Tornado, it's sweet melody falling upon his ears like a haunting call. The stallion was frozen in place, unable to move as the soothing voices called out to him.

"The river... yes, I shall come to the river..."

The stallion trotted forward blindly, paying no attention to his surroundings or whereabouts. Walking to the edge of the raging river, the blank eyed tornado stood there, inches from the swift and steady current.

"Shooby doo! Shoop shoopy doo!" The voice repeated again, as if speaking to the stallion. "Shooby doo! Shoop shoopy doo!"

"Yes, I will come in..." The stallion replied, in a bland tone. "The water is fine..."

Without another word, the mesmerized stallion stepped forward, sinking into the swift current, and vanishing beneath the water's surface. Within a few moments, he was gone, as if there had never been a stallion standing on the bank a moment before. The forest then fell silent once again, entirely uncaring about the poor foolish equine that had mysteriously vanished into it's mighty river.


	21. Chapter 21

One Lucky Colt

"Are you certain this is the way?" Majesty asked, looking at the deary landscape around them. "It's so dark and dismal around here. If I were a powerful human mage with phenomenal magic, this would be the last place I'd want to live." She carefully watched where she put her hooves, so as not to step in the filthy mud that surrounded them everywhere. "I'd use all that magical power to earn enough gold to buy a big and luxurious mansion... or something."

"Ahhh, but you don't understand how human warlocks think, Majesty." Hollywood explained smugly, fluttering over the unicorn's head. "They love dark and foreboding castles and slimy fortresses, it suits their evil disposition. There are plenty of creepy crawlies here to serve as minions, and carry out their evil whims."

"Well, this place sure fits the bill of being full of icky and creepy crawlies. " The princess replied, trying not to lose her lunch. "I just wish we didn't have to come here at all."

"Don't worry princess, well protect you from all the icky things." Thundercloud said proudly, trotting ahead of the two mares. "We big brother ponies aren't afraid of anything!"

"You got that right, buddy!" Ice Crystal agreed proudly, walking up beside his friend. "There's no monster in Ponyland we can't handle!"

The four ponies slowly climbed the path towards Rugmatot's old fortress, that curved around the towering peak in a swirling spiral. A cold wind blew over the shivering ponies, as occasional lightning flashed across the darkened skies. Occasionally, they would pass a dead tree on the path, each one of which housed a pair of ugly leering vultures, whose eyes seemed to follow the group's every move.

"Okay, this isn't totally creepy at all." Holly added,crossing her hooves over her chest in a desperate attempt to keep warm. "We're lucky we've got less than a mile to go, otherwise we'd catch a nasty chill out here."

"I can totally dig that, Holly." Ice Crystal agreed, trying to pick up his pace a little. "The sooner we get to that wizard's tower, the better."

"Then we're going to have to-" Thundercloud suddenly stopped in his tracks, his ears perking up. "Do the rest of you hear that sound?"

They all stopped for a moment, listening carefully for several minutes. At first, they all heard nothing but the soft moaning of the wind, but they soon picked up the sound of a small hoof breaking a twig on the path behind them.

"Somebody's following us." Ice Crystal whispered. "Girls, get behind us, we'll take care of whatever wizard Wantall has sent our way!"

The two mares zipped behind the stallions, who prepared themselves to tackle whatever came around the last bend. A long shadow was cast over the four equines, as whatever it was came around the side of the mountain path.

"Now!" Thundercloud cried out. "Get him!"

"AHHHHHHH!" The two stallions called out loudly, both jumping towards the intruder.

"AIEEEEE!" a young voice cried out, as the two stallions barely stopped themselves from pouncing on a earth pony half their size. To everyone's shock, they found themselves looking at a little blue colt, with a blue mane and horseshoe cutie mark. The startled youth had covered his eyes with his hooves, and he was currently cowering on the ground in front of them. "Please, don't eat me!"

"Awww, it's just some colt!" Thundercloud rolled his eyes, taking a step back. "Don't worry kid, we're not going to hurt you."

"Oh dear, what's a child doing out here all by himself?" Hollywood asked with concern. "He must've gotten lost out here on the unicorn run!"

"That, or his parents were abducted by the wizard, and this little colt managed to get away." Majesty trotted up to the small earth pony. "What's your name, little one? What are you doing out here?"

"My name's Lucky, and this place is my home." The little colt laughed, a smile crossing his face as his fear melted away. "It's kind of lonely around here, do any of you want to play with me?"

"Sorry kid, we're kind of on a rescue mission." Ice Crystal waved a hoof dismissively. "We don't have time for silly things like playing."

"Awww, you guys are no fun!" Lucky's ears drooped as he slowly began to trot away. "But I understand, I'll go find somewhere else to play, and leave you guys alone."

"Wait a minute, Lucky." Majesty stopped him, putting a hoof around the little colt. "You'd better stay with us, it could be a bit too dangerous out there for a little pony like you."

"Yipee! Thanks, lady!" The eager little boy pony began skipping around them in circles. "So, what you're names? Where are you guys from? Why'd you come here?"

The little colt asked a flurry of question the rest of the way up the mountain, which the other ponies did their best to answer. Majesty swore she had never met a pony child so curious or playful, but he seemed to dodge all of their questions about who he was, or where he was from. It wasn't long before the group found themselves at the very top of the peak, standing just outside the tower's ominous stone wall.

"Well, looks like we made it." Thundercloud stated, looking up at the impenetrable fortress. "So, anybody have any idea about how we're going to get in?"

"Ohhh, I know a secret way in!" Lucky offered eagerly, rushing over and pushing on a stone in the wall, causing the wall itself to swing open. "C'mon, I'll take you to your friends!"

"How could he know the way in?" Hollywood asked, before shrugging. "Huh, I guess we shouldn't look a gift pony in the mouth."

As the others trotted in, Thundercloud stopped Majesty just outside the entrance.

"Princess, you do probably realize this is a trap, don't you?" The stallion asked her. "I mean a friendly colt, coming out of nowhere, guiding us to a secret passage..."

"If we want to save our friends, we have no choice." The unicorn replied with a sigh. "We'll just have to be on our guard..."


	22. Chapter 22

The Wizard's Tower

"I'm telling you guys, that kid is leading us into a trap!"

Through the twisting and turning corridors of the tower they followed Lucky, Trying to ignore the Colts continuous stream of chatter, while looking around at the cobweb-covered walls and praying this whole thing wasn't one giant mistake.

"Would you please knock it off, Thundercloud?" An exasperated Majesty snorted, rolling her eyes in annoyance. "We've already got enough problems here, without your paranoia making it worse."

"I just wish this tunnel would come out somewhere soon." Ice Crystal complained. "Because I'm gonna go nuts if we have to keep stumbling around in the dark down here."

"It won't be much longer, guys, I promise." Lucky reassured the others. "And Don't worry about being discovered, Wantall has forgotten most of these tunnels are down here."

"You really seem to know a lot about the wizard and his tower, Lucky." Hollywood told the colt. "How long were you the Wizard's prisoner, and how did you escape?"

Oh, he kept me locked up an awful long time, but I didn't escape." Lucky just shrugged. "I just kept getting loose, but since I didn't cause any trouble he just gave up, and let me run loose. After awhile, I think he just kind of forgot about me."

"Poor thing, his parents must've been killed by Wantall, and now he has nowhere to go." Majesty said sympathetically. "We"'ll have to take him back with us when we leave here, and I can make arrangements to send him back to Dream Castle."

"Yay, I'm going to a castle of dreams!" Lucky exclaimed proudly, bouncing around the tunnel like a red rubber ball. The colt's enthusiasm charmed the two mares of the group, as it contrasted with the grim and dark surroundings of the current location they were in. More than ever, Majesty was determined to get this boy out of this horrible place, and back among civilized ponies again.

"Whoah, looks like we made it." Ice Crystal noted, as the five of them emerged in the tower's great center hall. "But from the look of this place, I sure wish we hadn't."

"Ewww, looks like Wizard Wantall is really into creepy decor!" Hollywood added, sticking her tongue out at the dreary cobweb-filled chamber. "This place looks more like a tomb than a living space."

"And it'll be our tomb, if we end up hanging around here for too long." Thundercloud added, already looking around for another door or passage. "Now, we just have to figure out where A.J and Windy are, so we can get out of here!"

"I'm afraid you won't be going anywhere, my good ponies!" Rugmatot's voice called out, as he stepped into the chamber from a set of stairs above them. "After I make duplicates of your reflections, you shall join your friends in the dungeons below!"

"Aieeee! It's the wizard!" Holly shrieked, before hiding behind Thundercloud. "Everybody hide, before he casts a spell on you!"

"So, wizard Wantall, I presume!" Ice crystal snapped, as he jumped in front of the others to face the warlock down. "You better let our friends go, mister, or you'll really regret it!"

"No! Watch out, Icy!" Thundercloud warned his friend. "He could hit you with a lighting bolt, or something!"

"No he won't! Rugmatot can't do anything like that." Majesty told them, trotting up to stand beside the stallion in the front. "I read my mother's royal intelligence reports on this guy, and he's an enchanter, not a battle mage." The unicorn glared at him smugly. "He couldn't even hit us with a fireball the size of a walnut."

"Maybe not, your royal highness- and yes, I know who you are, Majesty of Dream Valley." The warlock sneered back. "-but my mirror clones are just _dying_ to make your acquaintance."

Confused by the villain's words, the five ponies looked all around them. To their horror, the equines found themselves surrounded by an entire army of Applejacks and Wind Whistlers. The mirror clones sported hungry looks on their faces, as if they were eager to devour the five ponies.

"You're not going _anywhere..._ " the clones stated in unison, inching ever closer to the ponies.

"Uh, oh... looks like there are too many of them." Majesty took a step back, before taking off in a gallop. "Everybody, RUN!"

What followed was an insane chase all through the fortress, with five screaming ponies running up and down stairways, through open doors, and in and out of secret passages. Being that this was a wizard's tower, things often didn't make much sense; Thundercloud would run through a spinning bookcase, and would find himself galloping on an upside-down staircase on the ceiling.

"Thunder, how the heck are you doing that?!" Ice Crystal asked, glancing up at him quickly as two Wind Whistlers chased him. "You're not a Pegasus!"

"Hey don't ask me how I'm breaking the laws of gravity!" The other stallion replied in bewilderment, running away from three Applejacks. "This whole place is like some freaky M. C. Escher painting!"

Hollywood raced away from several mirror copies, before realizing she was zooming straight into a wall.

"Aieeeee!" The frighted mare cried out. "I'm going to crash!"

But as the mare collided with the wall, she flew straight into a painting on an open roadway. The bewildered clones stared at the painting for a few minutes, before Holly came out of a similar painting on the other side of the room, surprising the mirror duplicates with a back-leg kick that sent them flying.

"Hah, that's the trick!" The flutter grinned with a smile. "Use Wantall's own magic lair against him!"

The ponies continued to race all through the labyrinth-like halls of the tower, occasionally attacking the pursuing clones whenever they got the chance, and causing the duplicates to vanish in large puffs of smoke. Majesty had just blasted a few Appljacks with her horn, before she had Lucky took off running again from the swarm of clones after them.

"Stay close to me, little one." The princess warned the colt. "I don't want those impostors getting their hooves on you."

"Sure thing! This game is fun!" Lucky cried out, almost outrunning the unicorn in his enthusiasm. "Wheeee!"

Majesty was surprised by how much the little colt was not taking this whole thing seriously, when Lucky accidentally ran into the edge of a table, cutting his shoulder on a sharp edge.

"Ouch!" The little colt cried out, as blood tricked out of the cut on his coat. "That really hurt!"

"Argh!" Rugmatot cried out in pain, clutching his arm at that exact moment Lucky had accidentally cut himself. "You stupid ponies! I'll kill you all for this insolence!"

Majesty risked a brief glance at the wizard as she galloped by, and she was shocked to see a cut of the exact same shape and size on the exact same spot on his shoulder.

"Now that doesn't make any sense..." She muttered to herself, as she and the colt continued to run. "Unless..."

Suddenly, a look of horror spread across her face, as the pieces fell together in her mind. She remembered the stories of Rugmatot having a mare he had been friends with long ago, that enchanted mirror, and a young colt whose injuries appeared on the wizard at the same time...

...and Princess Majesty suddenly realized just how horrible this whole situation actually was.

Finally the clones were abler to chase four of the five ponies into a circle at the base of the tower's grand staircase, and corral them just as the wizard came down the steps. The fiend greeted them with a cackling laugh, rubbing his cold and clammy hands together.

"Well well well, it looks like this merry chase is over!" Wantall smiled evilly. "It has been a fun little game, ponies. But I'm afraid it's all over!"

Where's Hollywood?" Ice Crystal whispered to his friend. "I last saw her flying around upstairs."

"Wherever she is, she better off out of the wizard's clutches!" Thundercloud whispered back, glaring up at Rugmatot in anger.

"You fools thought you could actually get away from me?" Rugmatot gloated. "Don't you fools know that I always win?"

At the wizard's cruel words, a look of rage spread across Majesty's face. She stood up trotting defiantly over to face the wizard defiantly.

"No, foul villain, you shall not win." Majesty snorted at him. "You shall never harm another pony ever again."

"What is this?!" Rugmatot demanded angrily. "You dare to defy me, even in defeat?"

"No, Wantall, you did not win this game." The princess announced, he voice a mixture of sadness and anger. "In fact, you lost your battle a long time ago."

And in an upstairs chamber, Hollywood was still flying around excitedly, even though she was no longer being pursued. Once again not paying attention, she smashed through an old wooden door, and tumbled into a chamber that had clearly long gone unused. After pulling herself up onto her hooves again, the confused flutter began taking in her surroundings.

"Where am I? What happened to all of the duplicates?" She asked aloud, looking around at the furniture and books long collecting dust. "How did I get in... oh my horsemaster..." Holly could only stare in horror at what met here gaze.

There on a chair in the corner, was the skeleton of a human male who had obviously been long dead for many, many years. For a moment, the flutter assumed it was some long-forgotten prisoner who had died in Wantall's captivity. But as she studied the jewelry and clothing scraps, Hollywood realized she had just seem them on a figure who had been moving and talking downstairs.

...for this skeleton was the dead body of the wizard Wantall himself.


	23. Chapter 23

Little Colt Lost

"You're already dead, Rugmatot." Majesty declared, looking away from him dismissively. "You just haven't realized it yet."

"WHAT?!" The warlock sputtered in an angry rage. "How dare you presume to-"

"Majesty, what the heck are you doing?!" Thundercloud yelled. "He'll have his clones tear you to pieces!"

"No he won't, Thunder." The princess replied, turning to the little colt beside her. "Because he's not the one doing all of this... is he, Lucky?"

"What? I don't know what you talking about." The little colt replied in confusion. ""I don't understand, Miss Majesty... what did I do?"

"That little bugger was a spy!" Ice Crystal snapped. "I knew it!"

"No not a spy, a little lost colt." Majesty replied, looking over at her friends. "It came to me, when I remembered the story of Rugmatot, a kind and gentle wizard, who had discovered a magic replicating mirror, and befriended an earth pony mare named Fairy Tale."

"Mommy..." The colt declared, staring at Majesty in silence, The two stallions with then noticed that neither Rugmatot nor the clones were moving, now that Lucky was distracted. The two stallions put the pieces together in there own head... and both nodded at each other simultaneously, as the realized everything Majesty had already figured out."

"I figured as much." Majesty replied, walking around the little colt in a circle. "Rugmatot was a friend to all ponies, but had a particularly strong friendship with Fairy Tale. She came to live here at this tower with him, helping the wizard by retrieving components for his magic spells."

"But their feelings ran deeper then friendship...they shred a love that could never be, due to their differences in physical forms." Thundercloud continued, realizing what Majesty was getting at. "The two wanted a child, but could not have one by natural means, due to their differences."

"So they turned to magic, as Rugmatot found the mirror of the ancients, crafted from the solidified water of the mirror pond after it was drained." Ice Crystal finished, as all three ponies stared at the colt. "They both gazed into the mirror together, and by it's magic, a colt was crafted in their image."

"No, it's not true..." Lucky whimpered, looking between the three other ponies. "I'm not a mirror clone, I'm not!"

"They loved the colt as long as they lived, but being a creation of the mirror, he never aged, never grew old." Majesty continued. But Rugmatot and Fairy Tale did grow old, and they died here together, many centuries ago."

In the upstairs room, Hollywood cautiously approached the human skeleton, pulling the sheet away from it's body to reveal the skeleton of an earth pony mare clutched tightly in his arms...

...together in death, as they had been in life.

Downstairs, Majesty continued. "But the two left behind their little colt, who was now all alone. But he had the magic mirror, and mommy and daddy had left copies of themselves to keep the colt company after they were gone." The princess looked up at the mares Rapunzel and Goldilocks standing on the stairs, and the now frozen Rugmatot standing in front of them. "But even with this, the littler colt got bored."

"Please don't be mad at me!" Lucky whimpered, falling to his knees. "I didn't mean to scare anybody! Nobody got hurt!"

"So the little mirror colt and his mirror family concocted a game... one that would allow Rugmatot to play the part of a 'villain', by kidnapping and copying ponies, and Lucky to be the 'hero', helping the ponies escape." Ice Crystal added. "And the ponies who escaped from here told the tales of how Rugmatot had turned evil, and was now copying ponies to build an army."

"And then Rugmatot and the two mares who destroy the clones, and begin the cycle all over again." Thundercloud said sadly, looking upon the now sobbing colt with pity. "You're never going to play this game with any travelers, ever again."

"No, I'm a good little pony!" Lucky sobbed, covering his eyes with his hooves. "I didn't want to hurt anybody!"

"Please, do not punish the child." Goldilocks pleaded. "We never should have gone along with his plan. We shall take you to your friends in the basement, they are restrained, but unharmed."

"We shall take better care of Lucky from now on,and not give into his demands such as these, as we should have been doing since the beginning." Rapunzel agreed. "That what his parents created us to do."

"We retain the memories of the parents who loved Lucky in life." The Rugmatot clone agreed, finally moving on his own again. "Maybe we could be parents to him as well, instead, of just servants."

Majesty look out at the mirror duplicates coldly, narrowing her eyes. "I shall spare you four, to remain here and continue as a family for as long as this fortress stands." Looking up to where the mirror hung, she fired a blast from her horn, shattering it into tiny pieces, then atomizing the fragments so it could never again be reassembled. "But I'm taking your toy away from you... as well as all of these duplicates."

She fired another blast, swinging the beam from her horn around in an arc, and shattering all of the A.J. and Windy clones. The duplicates each let out a scream of agony as they died, creating one loud symphony of pain.

"AIIEEEEEEEEEE!"

"Majesty, how... how could you do something like that?" Thundercloud asked in horror. "You saw these four are alive and intelligent. How could you just murder hundreds of ponies like that?"

"We already have a naturally born Windy and A.J, there was no place for those mirror clones in this world." Majesty replied coldly, trotting away from the others, and trying to hide the tears forming in her eyes. "Sometimes a princess has to make the hard decisions. Now, let's go and free our friends."

"Majesty, have you forgotten the very cold-hearted and ruthless mare you told us you left Dream Valley to get away from in the first place?" A worried Ice Crystal asked, as the princess trotted away. "Don't you realize who you are starting to sound like?"


	24. Chapter 24

The Road Ahead

"Hmph, sure took you guys long enough to rescue us." Applejack snorted, scowling at her four rescuers. "Any longer tied up in that dungeon, and the two of us would've staved to death."

"Really, A.J.? You sure don't look any leaner." Majesty chuckled. "I'm sure after a few apple tarts and apple pies, you'll be just fine!"

The six ponies were trotting away from the tower, celebrating the fact that they had successfully dealt with the threat of Rugmatot once and for all. Returning to the sight of their encampment, the princess and her friends couldn't believe how everything had turned out.

"Wow, that was sooo lame, being trapped with that gag over my mouth." Wind Whistler declared, as she and Hollywood zipped around over the heads of thew others. "I mean, can you believe how dark and dingy that creepy old basement was? With all those creepy spiders and cobwebs down there- icky! Why in the world did Rugmatot stick us down there, anyway? I'm, like so totally glad to be out of that mess, aren't all of you glad, huh?"

"Actually, I kind of wish we'd kept the gag on her." Applejack snorted, shaking her head. "It could've saved the rest of a whole lot of headache."

"Boy, being trapped sure didn't help your mood any, now did it?" Holly rolled her eyes, flying overhead. "What happened to the two you while you were in captivity, anyway?"

"We don't want to talk about it." The two mares replied in unison, looking away as they remembered the personalities of their two mirror duplicates.

"Wow, A.J. and Windy agreed on something." Ice Crystal said in disbelief, looking at the skies overhead. "Does anyone see pigs flying overhead? Or, I wonder if hell is freezing over right now."

"Would you all please stop your bickering?" Majesty scolded all of them."We're almost back to the camp site, and I'm getting sick of listening to you cackle like a bunch of old hens."

"We need to let Tornado know where we've been." Thundercloud interjected. "He should be around here somewhere."

But as the group arrived back at the campsite, they found no trace of their stallion friend anywhere. Ice Crystal and Thundercloud searched high and low for any kind of tracks or signs of a struggle, but all they found was their gear and ration, completely untouched, even by the wild animals.

"There's no trace of him anywhere, your highness." Ice told Majesty. "It's as if he simply wandered off, and left everything behind without a care in the world."

"I think I picked up his scent heading down to the river, princess!" Thundercloud told her, sniffing at the ground, and following the scent towards the riverbank. "But his trail stops right at the water, as if he trotted right into the moving water."

"But that doesn't make any sense!" Wind Whistler piped up, hovering over the river, and gazing in. "Why would he jump into the water, and where the heck did he go?"

"I'm afraid that knucklehead might've fallen into the water, when he went to get a drink." Applejack replied, staring down at the swiftly moving water with regret. "The current would've carried him downstream, meaning he's somewhere in the Rainbow Valley, beyond the unicorn run."

"Holy horsemaster, we gotta go and rescue him!" Windy started to fly down river, when she noticed the others weren't following her. "Wait, what are you guys..."

"Windy... I hate to say this, but Tornado has probably washed down stream and drowned by now." Applejack replied sadly. "That is an awfully powerful current in the river, even for a stallion."

"Icy. I think our good buddy might've gone to B'zkre's stable in the sky." Thundercloud told his friend in a sorrowful tone. "We may have lost a big brother pony."

"But we can't just give up hope!" Thundercloud protested. "Tornado wouldn't leave us to get washed away!"

"Yeah, let's go search for him!" Windy agreed. "Icy, do you think you can pick up his scent by the river back, and we could follow him down stream?"

"No." Majesty replied curtly, glaring at the others. "We are not wasting time on a pony who's probably already dead."

"WHAT?!" The whole group asked in disbelief. Every pony present stared at the unicorn mare in shock, not wanting to believe they had just heard their friend say what they thought she said.

"Majesty... how can you be so cold?" Hollywood asked, landing beside the princess. "Tornado has stood by you though this adventure so far, how can you just abandon him?"

"Stood by me? How? By getting captured by the flutters, and needing rescue? By disappearing down river, and needing saved again?" The princess snorted. "Even if he did survive, Tornado was more of a liability than an asset. We are much better off without him."

"Majesty, you big meanie!" Wind Whistler flew right up into the unicorn's face, snapping at her angrily. "How can you just toss a friend away like that?! You're just as hard-hearted and cruel as you claim your mom is!"

Those words hit Majesty like a ton of bricks, and she remembered the argument that led to her leaving Dream Valley in the first place.

"All right, we'll go after him." The princess let out a defeated sigh. "Hollywood, where does the path by the river lead?"

"The river path?!" The flutter pony mare's eyes went wide, and she backed away as if stung. "Uhhhh... Majesty? Trust me, you REALLY don't want to go that way!"

"Why not?" Applejack asked, a cold feeling growing in her stomach due to the other mare's reaction. "Holly, where does that pathway lead to?"

"Girls, you remember how our campsite here is among a small cluster of ruins of the ancients, and Rugmatot's tower is a rebuilt fortress of the ancients?" The flutter pony gulped in fear. "Well, this path leads right into a giant cemetery of the ancients, where it's always dark and spooky." She looked down as the princess. "Majesty, the river road leads to the pathways of the dead..."


	25. Chapter 25

"Are you sure this is the way, Holly?" Wind Whistler asked nervously, her hooves shaking in her horseshoes as she walked along quietly after the others. "This place is scarier than a whole army of trolls."

"I don't like it either, Windy. But this is the path that follows the river, and that silly stallion could've washed up anywhere downstream." The flutter mare replied. "We can't just leave him, he could be drown, or hurt!"

The five ponies trotted their way along the dark and winding road, huddling close together to protect themselves from the bitter cold. It had become evening by the time the group had reached the pathways of the dead, and a chilly wind and dark path lie ahead of them. The only sounds they heard were the dead leaves crunch beneath their hooves, and the sound of the swiftly running river off to their right. Majesty tried to keep the way lit with her horn, but nothing could break the eerie gloom that seemed to surround them on all sides.

"I really can't believe it, this is totally insane!" Majesty grumbled, leading the entire group from the front. "First, I set out on a quest to get away from my mom and to discover myself, and I end up rescuing ponies over and over again!"

"Well, what did you think you were going to find out in the world outside of your safe little castle?" Applejack replied, raising an eyebrow. "Out here, ponies often get captured. Out here, ponies can even get killed. Rescuing them is the thing a princess- no, a queen- sees to. Did you really think this was going to get any easier?"

"Applejack, I don't really need you lecturing me about my faults and failings." Majesty growled, looking back to face the earth pony. "And I do believe I've thoroughly proven I'm willing to make the hard decisions, that softie you first left Dream Valley with is long gone."

"We know, and that not entirely a good thing." Ice Crystal muttered to himself, trotting just behind Majesty. "You're becoming just as harsh as some of the monsters we've been facing."

The five ponies had gone down the path a ways, when that all noticed broken up bits of an old rusted iron fence running along the left-hand side of the river. Several carved stones, of many different shapes and sizes, dotted the left side of the path. Their surfaces etched with a writing none of the ponies could read.

"W-What is this place?" Wind Whistler asked. looking around nervously. "It looks really, really creepy."

"It's called a cemetery, Windy. I've seen them in the human towns." Thundercloud responded, trying to hide his own fear. "It's where they bury their dead in the earth."

"They put the dead... underground? That's kinda creepy." Windy asked, shivering in horrific disgust. "But there aren't any human towns around here... what is this one for?"

"This is a cemetery of ponies, Windy. Used by the ancients long before our time." Applejack replied, eyeing the tombstones warily. "The ancients used to bury their dead like the humans do, instead of interring their dead in the citadel catacombs like we Ponylanders do."

"Why, that's horrifying!" Hollywood replied, disgusted. "How could you just throw your loved ones in a hole, and cover them with dirt for all eternity?"

"A lot of things the ancients didn't don't make any sense, Holly." Ice Crystal replied, the only pony not shivering in this cold. "We'd best keep moving, if we wish to reach the path's end by sunrise."

Suddenly, there was a strong gust of breeze, casing the leafless tree branches to rock around in the wild winds. A low moaning filled the air, as eerie orbs of light began to rise from the tombstones, and swirl about the ponies walking the path. Then, they swore they could hear voices on the wind.

[i]"Turn Back!"

"Turn Back!"

"This path is filled with great danger, turn back!"  
[/i]  
"Whoa, what are those things?" Hollywood asked, flapping around in a panic as the wispy orbs of light swished all about her, leaving trails of light like small comets. "Are they some kind of night pixie or something?"

One of the balls of light drifted in front of Wind Whistler's eyes, causing her to recoil in horror.

"Faces!" The Pegasus cried out. "There are pony faces in the orbs!"

"We see it too, Windy!" A terrified Thundercloud replied, as the glowing balls all morphed into glowing pony heads. "There aren't pixies, they're ghosts!"

[i]"Go away."[/i] One of the spirits whispered. [i]"Turn around and go back."[/i]

[i]"You are in grave danger here."[/i] Another whispered. [i]"The singers of songs will take your lives, just as they took your friend." [/i]

[i]"Turn back, unless you wish to become like us."[/i] A third whispered. [i]"Stay away from the horror that lies ahead."[/i]

"W-what are they?!" Holly shrieked in fear.

"It's the ghosts of the ancients, rising from their graves!" Majesty exclaimed, averting her eyes from the whirling spirits. "In life, they didn't believe in our great goddess B'zekre, and now they can't enter the Friendship Gardens, the pony heaven." She turned her head, to look back at the others. "They have no afterlife to go to, and so wander the world, trapped in limbo forever!"

"Eeeee! Let's get out of here!" Windy cried out, zooming though the air. "I don't wanna end up a ghost, too!"

"Wait, where's Applejack?" Majesty asked, looking around. "She was just here, a moment ago..."

The four ponies looked back, and saw a full-sized pony ghost appear in front of A.J., staring at her, as the translucent mare stared back. The two seemed transfixed by the sight of each other, as if they were both looking at something they hadn't seen in a very, very long time.

"What... what do you want?" Applejack addressed the shade. "I don't know why, but I get the feeling you're trying to tell me something."

[i]"Song...Song is the key, Ponylander."[/i] The earth pony spirit with the grey coat, mane and musical note cutie mark told her. [i]"The ones who took your friend use song as their weapon, and it is a song that will defeat them."[/i]

A.J. thought for a moment, then nodded. "Thank you for your advice, but... who are you? I feel like... I should know you, somehow."

[i]"Help your friend, Ponylander, and remember that we helped you."[/i] The ghost's icy voice chilled the mare to the bone. [i]"And when the day you pass away comes, comes and you go to meet your goddess, ask B'zekre to remember our good deed. Ask her if we might be allowed some relief from our suffering in this living death all who did not believe in the goddess must endure."[/i] The Ghost faded away. [i]"Goodbye forever, Applejack of Dream Castle. We shall never meet again." [/i]

An eerie but beautiful song filled the air, calling all of the other ghosts back to their graves. The five ponies turned to the east, where they saw the sun rising over the trees. The darkness was banished away, and the five ponies found themselves alone once more.

"Look, there's the exit to the path!" Windy rushed ahead. "Oh man, I never want to see another ghost for as long as I live!"

The others all trotted out of the forest, but Majesty turned back to see Applejack sitting in front of a larger headstone, with the small statue that looked just like the ghostly mare they had all just seen.

"Something wrong, A.J.?" Majesty asked

"She helped us, and calmed the others back to sleep, but..."


	26. Chapter 26

Parting Ways

It wasn't long before the group emerged from the unicorn run, and the ponies couldn't have been happier to be out of that place of darkness and danger. Now, Majesty and her traveling companions found themselves on the open plains of the Rainbow Valley, and were marveling at all the bright colors and rich beauty all around them. But little did the mares in the group realize that they were about to say goodbye to two of thier newest friends...

"Oh my goodness, this is so amazing!" Wind Whistler whispered in awe, lost in the bright beauty all around her. "I had no idea the Rainbow Valley was sooo bright and full of color! The trees seem so extra green, and the sky even bluerer than anywhere else I've been!"

"You know 'bluerer' is not a word, right?" A.J. grumbled, rolling her eyes. "Try to talk right, you whistling airhead."

"Quit your griping, Applejack, and let the girl be." Majesty commanded. "Even I must admit, I have never seen such beauty as here in the Rainbow Valley. The colors all seem so much brighter, so much... more alive."

"That's the magic of Rainbow Valley, your highness." Wind Whistler explained. "The Rainbow Ponies keep this whole valley burning bright, drawing off the warm and happy feelings of every equine in Ponyland, to create this wonderful paradise."

"The color flows out from Rainbow Valley, and light up all of Ponyland with it's beauty." Hollywood continued. "Without the ceremony performed by the monks at the harvest festival every year, these lands would be dull, drab, and gray."

"Yep, the Rainbow Ponies should actually be performing their ceremony a few days from now.. it's what gives the trees their bright and vibrant colors." Applejack fished, looking over the horizon to the west. "If we weren't caught up in this rescue mission here, I'd recommend we head over to Rainbow Falls and watch them bring in the colors ourselves."

Quietly listening to the mares' conversation for several minutes, before looking at each other, and nodding. Turning to face their female companions, the pair of mountain boy ponies announced they had come to a very important decision.

"Look, girls... maybe we should continue looking for Tornado on our own." Ice Crystal offered. "Your highness and your companions shouldn't waste you're time on such trivial matters, we can locate our missing friend by ourselves."

"WHAT?!" A.J Bellowed out in shock.

"Are you guys crazy?!" Windy added.

"Why on earth do you think we would abandon Tornado!?" Hollywood finished. "He could be hurt... or worse!"

"Tornado's probably okay, Holly, really!" Thundercloud reassured her. "He's gone off on his own before, he'll come back when he's ready."

"Yeah, he might already be on his way back to Misty Mountain by now." Ice Crystal agreed. "So we'd better go catch up with him. Besides, we've taken up enough of you girl's time."

Majesty just stood there, silently considering the two boy's words as she nodded her head.

"You guys can't be serious!" A.J. Turned to the princess. "Majesty, you can't seriously be thinking about letting them go~! You have to order them to stay with us on their search!"

"No Applejack. They know their friend far better than we do." Majesty replied, shaking her mane. "Ice, Thunder... if the two of you believe Tornado isn't in any danger, and you'd do better without us tagging along, I hereby relieve you of all obligations to my friends and I, and give you both leave to depart."

"By your leave, my princess." Both stallions replied in unison, bowing low before majesty. "Good luck on the rest of your journey."

As the two stallions turned and trotted away, the three mares instantly all turned on the princess at once.

"All right, you royal pain... how could you let them go!?" Applejack snapped at her. "You could have ordered them to stay, a Ponyland stallion is not allowed to sneeze without a mare's permission!"

"And you're a princess! That gives you double the authority!" Wind Whistler yelled, getting up in her face. "Now the cute stallions are gone, and Tornado is still missing..."

"We stood a better chance out in these wilds, when we had those male's muscle to back us up." Holly sighed. "Now we've lost our strength in numbers..."

"Okay, could all of you just get off my case!?" Majesty snapped back, turning away from them. "They are big boys, I''m sure they'll be fine! Besides, we've got more important things to do." She turned back to face the others. "Windy... didn't you want to hunt for the cutiesaurs? And A.J., weren't you keen on seeing the rainbow ceremony at the fall festival?"

"Yeah, I do want to see the cutiesaurus... but not at the cost of my new friends..." The Pegasus's ears drooped, and she landed on the ground. "I just hope the guys will be okay..."

"Well, since there's no chance of helping the boys anymore, I suppose we could go to Rainbow Falls and catch the ceremony." Applejack added with a sigh. "It'll be neat to see the magic that turns the leaves different colors in person for a change."

"Then we can achieve both goals by heading to Rainbow Falls." Hollywood added, trying to hide her own sadness. "The Ceremony will be held there, and then we can ask the Rainbow Ponies about the cutiesaurs... those mystics know everything about everything."

"Well, Rainbow Falls in the only continuously inhabited city in Poinyland that dates all the way back to the time of the ancients. And I've always wanted to see it's historic Pre-Ponyland architecture." Majesty replied, as the group started to trot onward. "Come on girls, it's time we got back to what we were doing."

And so the group stared on their new journey towards Rainbow Falls, a little more downhearted than they had been previously. And Majesty simply couldn't shake the feeling that the 'friends' she had met along this journey, were not nearly as friendly towards her as they had been...


	27. Chapter 27

Rainbow Falls

"C'mon, girls! Try to keep up!" Wind Whistler called back to the others, as four mares climbed the path up towards the colorful community. "The view Hollywood and I are seeing from up here!"

"Majesty... Applejack... you're not going to believe this, but I thin this place might be more beautiful than flutter valley!" Hollywood gasped, fluttering beside her Pegasus friend. "I-I've never seen anything like it in my life!"

The city of Rainbow Falls... the oldest continuously inhabited town in Ponyland. Going all the way back to the time of the ancients, this community was like a slice of the distant past, manifested in the modern world. Small homes and cottages dotted the plateau, most so old their actual construction date was lost to history. Rainbows were painted on every house and store, giving the whole town a look more bright and cheerful than anything that Majesty, wind Whistler, or Hollywood had ever seen before.

But Rainbow Fall's greatest feature, was the town was situated right beneath the great rainbow that stretches across the confederacy and serves as the gateway to earth. Due to this, Rainbow falls has the blessing of all the waterfalls and rain that cascade down from the heavens are all rainbow colored. These colorful waters, having filtered through the great rainbow on their descent, feed into several rivers and lakes all over the confederacy, including Dream Valley's own waterfall and Rainbow River.

"Bright, colorful, and alive..." Applejack snorted, as if she had expected this. "This place never seems to change, no matter how many years pass."

"Really? You sound as if you've seen this place before." Hollywood commented, flutter in front of the earth pony curiously. "Have you been here before, Applejack?"

"A long time ago, kid." A.J. replied, shaking her mane as if to knock a faint memory loose. "Long before you were fluttering around, and asking silly questions."

"Ohh, quit talking like an old Lady, A.J.!" Windy chided her. "Ohhh, lookie there! There's already a whole bunch of ponies here for the party, too!"

Majesty looked all around the village, and surprised by the largest and most diverse crowd of ponies she had ever seen. Snow Ponies, Twinkle-eyed ponies, Breezies, and Crystal ponies milled about the town's streets, stopping to visit the various vendors stalls and merchant stands set up for the fall festival. The princess had seen many a large _fete_ like this one for Dream Valley's feast days, but never and she gazed upon such a mix of equines from all over the confederacy!"

"They must all be here for the fall festival... makes sense, given how pretty the leaves will be at the turning." Hollywood commented, gazing over at the rainbow-colored water in the town's waterways. "Hey, are those sea ponies in the rivers? Whoa, every pony type really IS here for the festival!"

"Okay everybody, I know this festival looks exciting and everything, but let's try to stay calm and-" Majesty turned, and saw that all of her friends had scattered all over the festival. "-stay together." She sighed, burying her face in her hooves.

The four mares scattered throughout the festival, racing to try various foods and play various games. Holly went over to one booth to try some pumpkin pie, while Wind Whistler raced to an arts and crafts booth to help weave dead corn stalks into harvest wreaths. Applejack stop and a farmer's tent, and began to scarf large amounts of hot buttered corn, while Majesty simply stood there, watching her friends go about their crazy and goofy antics.

"You know, my princess, harvest festival activities are more fun to participate in, than they are to merely sit back and watch." A voice from behind the unicorn told her. "Why don't you go out there and join your friends, _Fraulein?_ "

Surprised, Majesty spun around to find an earth pony staring at her from the shadows. Majesty noted the stranger had a blue coat and crescent moon and two star cutie mark, and was slowly trotting towards her through the crowd. The princess took a hesitant step back at first, until she noticed the flowing rainbow mane flowing on top of the mare's head.

"Oh my goodness, a rainbow pony!" Majesty bowed politely, suddenly remembering her manners. "I'm so sorry, I meant no offense."

"None taken, Princess Majesty." The mare replied, trotting up to stand beside the other pony. "My name is Nachlicht, and I am a rainbow pony from the northern lands."

"It's a pleasure to meet you here, your grace. I have nothing but respect and admiration for the ponies who act as the spiritual leaders of all of Ponydom." The unicorn smiled at the other pony. "I cannot wait for you and your sisters of the rainbow order, to turn the leaves at the ceremony tomorrow."

"Do you truly believe we rainbow ponies cause the leaves to turn?" Nachlicht asked in surprised. "No, my good Majesty, our rainbow magic _ask_ nature to changer the color of the leaves, and to spread color throughout Ponyland. We do not command such power ourselves."

"Really? But I thought you rainbow ponies controlled the colors, like my mothers orders around her subjects. "Majesty protested. "Are not the forces of nature under your control? Is not your power to command and order the world in B'zekre's name?"

"We rainbow ponies are the servants and messengers of B'zekre. We ask the almighty to favor us, we do not tell her." The rainbow pony explained. "The leaves will turn themselves, _Prinzessin_ , we rainbow ponies merely perform the ceremony thanking the higher powers for the color and beauty the provide us." Nachlicht replied. "The changing of the leaves is like the changing of the seasons- nature moves at it's own pace, we ponies merely ride the tide of nature's changes."

"But, didn't the ancients command both the weather and nature?" Majesty asked, remembering the fairy tales she had head as a filly. "Or are those merely the whispers of legend?"

"The ancients did indeed command nature, and that arrogance led to their downfall." Nachlicht agreed, before trotting off. "Make sure you do not fall into that same trap, my good princess. Do not try to command and control every aspect of your world and the ponies in it, when you should instead be acting as a living part of that world yourself."

The rainbow pony deprtedf, leaving a very confused Majesty to contemplate the meaning of her words...


	28. Chapter 28

Changing of the Seasons

The girls were up all night at the festival; trying different kinds of food, playing games, and dancing with cute stallions at the bandstand. As the dawn approached, all of the ponies at the fall festival began to congregate at the Shrine of B'zekre, at the very center of the town. As they all found their seats, several ponies with flowing rainbow manes made their way through the crowds, and up onto the raised platform. Then, one of them addressed the crowd.

"Ladies and gentleman... mares and stallions... honored guests... it is now time for the ceremony to begin!"

Several mares, stallions and foal were gathered in front of the great shrine, their eyes focused on the nine rainbow-maned mares who now trotted out in front of the altar. Eight of them turned toward the great mosaic of the goddess B'zekre, while the remaining rainbow pony, Parasol, turned to face the crowd.

"Honored Guests, we are here to celebrate the end of fall, and the dawn of Winter." The the pink mare explained, looking over the crowd. "This time of the year always comes with a sense of melancholy in Ponyland, as the days get shorter, and the nights get longer. The weather grows cold, and the land is buried beneath a blanket of ice and snow." The earth pony with the umbrella cutie mark raised her hoof to the crowd. "The year has grown old, and is preparing to hand this world over to the coming year. But now as we enter the holiday season, we hold a great celebration of color, to say goodbye to this passing year, and remember all that it has given us."

From where Majesty and her friends sat in the crowd, the rainbow ponies and the altar were both barely visible. Squinting and craning her neck to see what was going on, the princess bumped into another white unicorn mare, who was standing in the crowd beside her.

"Oh, I'm terribly sorry!" Majesty apologized. "I didn't meant to run into you like that!"

"Oh, no worries! It's fine!" The brown haired pony with the yellow star cutie mark replied. "It's always crowded here every year for the rainbow ceremony."

"I'm just scared we're going to miss something." Majesty replied, squinting again. "I can't believe how far we are from the shrine back here!"

"Oh, don't worry! It's not the shrine you'll be wanting to keep your eyes on!" The other unicorn giggled. "See all those trees around us? That's where you'll want to be looking!"

Majesty looked at the trees in confusion for a few minutes, just as the rainbow ponies on stage began their incantations and prayer. Suddenly, one of the nearby trees exploded into a bright display of color, followed by another, then another, then another. It was like watching a fireworks display put on my nature, as the leaves into into a beautiful sea of red, blue, green, and yellow.

"Oh my gosh!" Wind Whistler whistled excitedly, flapping around over Majesty's head. "Look at all the pretty colors!"

Then, the next part of the show began, as a great gust of wind blew up through the trees, and blew all of the colorful leaves into a swirling vortex of colors all around the gather ponies. A shower of colors reigned down upon the gathered ponies for several minutes, before they finally settled into a colorful carpet that covered all of the ground.

"Heh, this might've been impressive and all," Applejack smirked. "But just wait until you see the finale!"

The rainbow ponies ceased their chanting, and ended their prayers. To finish off the performance, a gentle snow began to fall on the assembled crowd, and beautiful white snowflakes fell all around them.

"We thanks the goddess for answering our prayers, and blessing us with this glorious display of nature's beauty!" Parasol announced, as all of the rainbow monks ponies turned to bow to the assembled ponies, who applauded the mystics respectfully. "Fall is officially over. And we, the rainbow ponies, officially declare the Christmas season has begun!"

The gathered ponies began to disperse, and Majesty and the others met up near the altar again.

"Wheee, that was fun!" Wind Whistler exclaimed, bouncing around excitedly. "I'm sooo glad we stayed awake for that all night party! And the ceremony at the end- SO AWESOME!"

"Yeah, but now I'm really tired." Hollywood yawned, stretching out her hooves. "I really think we should hit the hay for a few hours or so!"

"Hit the hay, but I'm not even hungry." Applejack replied, causing everybody to glare at her. "Sorry... I know we Ponylanders don't eat hay... horse humor."

"Anyway, I don't know if we can find a place to stay here at rainbow falls, the inn's probably booked up for the festival." Majesty finally replied, getting them back on track. "And I don't want to use my princess influence to get us a room, so..."

I believe I can remedy that problem for you, _Prinzessin_ Majesty." Nachlicht announced, appearing out of nowhere again. "We rainbow ponies still have an extra room for you and your friends at the shrine, and we would be honored to have the princess of Dream Valley stay with us for the duration of the festival."

"Thank ya kindly, Nach!" Applejack replied, yawning as she and the others followed the rainbow mare to the shrine. "We really needed a place ta stay, seeing how her royal laziness here didn't do any planning, and reserve us some rooms ahead of time!"

"Geez, you're even grouchy when you're tired." Windy yawned, as the mares were shown to a room with four beds on the shrine's second floor. "Don't pick on Majesty, she brought us to a really fun party!"

"The princess couldn't have planned ahead, our decision to come here was spur of the moment!" Holly added groggily, before trotting into one of the beds and crashing. "Any, let's get some sleep. I don't want to miss this evening lighting of the Christmas tree, that'll take us into the second night of the festival's events."

"Good night girls, sweet dreams!" Majesty called into the room, before turning back to face the rainbow pony. "Thank you so much for your help, sister Nachlicht. Please, let me know if there is anything I can do to repay you and t\your sisters in the rainbow order for your hospitality."

"Actually, _Prinzessin_ , there is a way you can assist us." Nachlicht replied, shaking her flowing rainbow mane. "There is a somebody who we rainbow ponies sense could use you and your friend's aid, and request that you assist them."

"Really?" Majesty asked, her ears perking up. "Of course, we'd be happy to help! Who is this pony?"

"Well... it's not exactly a pony..." Nachlicht replied, shaking her head again. "There is one who dwells in the forests surrounding rainbow falls, who is in much need of the holiday spirit, and has not known friendship and family in a very, very long time..." The rainbow pony closed her eyes "She is the oldest living creature in Ponyland, older that the ancients themselves, and she needs your help." She opened her eyes again, and looked over at Majesty. "But you probably already knew that, for I sense the one in your group called Wind Whistler is already trying to seek her out..."


	29. Chapter 29

The Tale of the first Cutie Mark

"Wait, you mean the Cutiesaurs?" Majesty asked in disbelief. "I thought that thing was just a myth. Heck, I was just humoring Wind Whistler on her crazy search."

"Oh no, the Cutiesaurs is very real, my good princess." Nachlicht replied. "She is the oldest being on this world, predating even the ancients was the first creature in this world to obtain a cutie mark."

The two mares walked the streets of Rainbow Falls, while all around them the ponies of the town hung Christmas lights, and decorated the trees all around them. A feeling of the holiday season filled the air, as wreaths and stockings were hung everywhere.

"But how did this creature earn such a mark?" Majesty asked. "I mean, this is a creature that had a cutie mark long before we ponies did. How was that first cutie mark earned?"

"It is a story that goes back into the mists of time, my good Majesty." The rainbow pony replied looking out across the snow covered hills. "To a time before ponies walked this world. Only the faintest whispers among the oral traditions oldest tribes of animals remain to tell this tale..."

 _When the world was young, and the purity of life had not been tainted by civilization, there was a time of peace. Nearly all of the animal tribes lived in harmony with one another, for the struggle with their environment to survive was too great to be quarreling with one another. In those days, the great thunder lizards roamed the planet. They were the ancestors of the Dragons, and mightiest of the animal tribes. Great in strength and size, they dominated the other animals, bullying them into giving them food and hunting land, while giving nothing in return._

 _But while they did not quarrel in those days, the other animals did not know friendship. It was clan against clan, only family could be trusted and cared for. It was into this world a young female Thunder Lizard named Gertie was born. She was different from all the others of her kind, lacking their greed and selfish natures. And when Gertie looked upon the other animals her kind tormented so, she felt nothing but pity for those lesser creatures. Why should her own tribe bring suffering upon those weaker than themselves?_

 _In time, the young thunder lizard came to look upon her own tribe in disgust. And so did a most remarkable thing... she reached out to the other tribes for companionship. The others were hesitant at first, for why would a creature not of their own kind seek them out? But as they became convinced of Gertie's sincerity and kindness, the other animal tribes each came to accept her as one of their own. In turn, she was able to convince each tribe to form ties with the other tribes not of their own kind._

 _It was in this that friendship- caring for one not of your own family, and having them care in turn- first entered this world._

 _Using the gift of friendship Gertie had given them, the animals were able to unite against their oppressors for the very first time. The united animals fought a great battle against the thunder lizards; the first true battle, to occur upon this world. the untied animals vanquished the thunder lizards, driving the few survivors back into the caves, where their descendants would eventually become the dragons- hoarders of gold and valuables ever more greedy than their now-extinct ancestors._

 _As to Gertie, she received from almighty B'zekre a symbol upon her flank, to represent her special talent of bringing the animals together in friendship. This was the very first cutie mark, given for her talent for bringing others together. As the centuries past, other animals would earn this mark for their mastery of their special talents now and then. But it would not be until the rise of ponies that the mark would become a regular occurrence on the flanks of ponydom; an inherit part of who each pony was._

 _And so, all the races celebrate the Winter festival as a remembrance of how Gertie liberated all of our ancestors from oppression, choosing the evergreen tree and decorating it as a symbol of the evergreen warmth and beauty of friendship, that can withstand even the bitterest of hostile cold. And the tradition of exchanging gifts came about, to represent what a gift friendship is to all living things. Each tribe as their own version of this holiday, with it's own customs and rituals. But the meaning is always the same, the wonderful gift of friendship given to us by Gertie so long ago._

"The ancients later came up with their own story of how the holiday came to be- tied to a historical pony incident involving friendship- and the story of Gertie and her bravery were lost to them." Nachlicht finished. "Our own ancestors remembered her as the cutiesaurs, a friendly spirit who represented the spirit of the holiday season."

"And when the humans came, we turned our holiday celebration into Christmas." Majesty replied, as the tale ended. " But... whatever happened to the cutiesaurus? How is she still out out there?"

"It is said she has bestowed with an eternal existence, and continued to wander this world even after her species was gone." Nachlicht replied. "She's remained in hiding all these thousands of years, avoiding the various civilizations that came and went as the ages past."

"Wait a minute... let me get this straight." Majesty interjected. "So you're telling me, that the first creature to bear a cutie mark... the first creature to discover the power of friendship... has been out there since before recorded history began... and nobody has ever sought her out before now?"

"Every tribe has their own origin of how the holiday season came about... even the ancients had one! No one wanted to give the cutiesaurus credit for freeing all the animals and introducing friendship, so they made up their own stories about about what happened, and Gertie was forgotten." Nachlicht replied. "No race has ever tried to go after her, because nobody remembered or cared about her anymore."

"But why do you want me to go and find her, after all this time?" Majesty asked, confused. "Why break thousands of years of her solitude, to just now seek her out?"

"Because it's time somebody finally gives back, to the one who first gave us friendship." The rainbow-maned mare replied. "We want you to bring Gertie the Cutiesaurs back to rainbow falls, so she can discover the magic of the holiday season. We want to allow the lonely and forlorn founder of friendship, to be able to experience the joy of friendship once more."


	30. Chapter 30

Through her eyes

She was not alone.

It was very rare for anybody to come out this far... the ponies didn't like these wild lands. Oh, there were occasionally bold explorers would come out this far, but none actually stayed very long, after discovering there was nothing of value out here. But these four mares... they were not like the others. They had come here, looking for something. Could they be... looking for her?

It had been so long... so long since she had talked to anybody. It had not been since the days of the sun pony and the moon pony that others had sought her out, but could never find her. Oh, an equine does manage to find her me every century or two, but for the most part she was left here to my solitude. It's not surprising really; with all of the interesting and strange things in this world, why would anyone care about such an insignificant creature as her?

"Hurry up, this way, girls!" The bug-winged pony calls out to her friends, as she watched the equine lead them along. "I'm sure the tracks lead this way!"

"THE CUTIESAURUS!" The blue Pegasus squeaked out excitedly, flapping around like a mad pony. "I CAN'T BELIEVE WE'RE GOING TO MEET CUTIESAURUS!"

"Would y'all calm down, Wind Whistler?" the earth pony muttered, looking up at her friend in annoyance. "If that cutisaur-thingy is nearby, you're sure to scare it away."

The Pegasus is excited to meet her... now why would that be? She was nothing special, a relic of a time long gone. She had seen mighty leaders and great empires rise and fall around her, she had watched the tribes of her time slowly change and grow into the mighty nations of the world. But she had never paid much attention to these events, as the years came to blur together for her. Why on earth should she care about such things?

She watched the four mares make their way deeper into the forest, led by the white unicorn with a flower cutie mark. Who was this mare? she seemed to have an air of authority about her, that greatly impressed the watcher. The others all respected her, and followed her commands. Was this unicorn a royal?

"Everyone, try to stay together." The unicorn told her friends, looking back over her shoulder. "Applejack, please stop eating our stores before we even find the cutiesaurus!"

"Aw, quit picking on me, Majesty!" The pony called applejack whined. "I can't help it I'm always famished!"

The complaining one... Applejack... she had seen her kind before. Hard edge on the outside, soft and warm-hearted under the surface. She remembered having a friend like this one, the one who complained all the time, but was the first to make sure everybody else was okay. Just like she remembered having another friend like the bug-winged pony.

"Why is this cuite- thingy hiding out here in the woods?" The fairy-like equine asked. "I mean, there isn't a good hooifcure salon or beauty salon around for miles!"

"I really don't think an ancient dinosaur is going to care about something like that, Holly." Majesty replied to her fluttery friend. "She 's a survivor from the prehistoric world. The cutiesaurus probably doesn't have any appreciation for the necessities of modern life, and only cares about food and shelter."

That's... that's not true at all! She had loved to visit beauty spas and salons in the time of the ancients. In those times, she would visit the towns whenever she got lonely. The ancient ponies welcomed her, assuming she was just some kind of weird dragon. She was always welcomed in with open hooves, and treated like royalty. She loved so much that ponies embodied her lessons of friendship so well; no other race had so thoroughly taken the concept to heart. And had enjoyed many, many pony friends throughout the ages; perhaps she should go out and try to greet these new arrivals?

"Man, this forest is soooo big!" Wind Whistler exclaimed, looking around in awe. "It's no wonder Gertie was able to stay hidden for all these years."

"We can't give up, Windy. We owe to to the cutiesaurs to find her." Majesty replied, using her magic to move a low-hanging branch aside. "She brought ponydom the gift of friendship so long ago, and it's high time ponykind paid her back for that noble deed."

That was it? They were looking for her... to thank her? For the gift for friendship? No, this had to be a trap. The ponies had tried tricks like this before, trying to lure her out into the open, so they could eliminate her. The few who guessed at her existance among the ancients had decided her existence was a threat to pony society, as ponies believed they had first discovered friendship. The Starswirl wizard and the sun and moon ponies had sent out bounty hunters to eliminate her, so nobody would ever learn the truth about the origins of friendship. But she and stayed hidden, and none had ever managed to find the 'mythical' Cutiesaurs.

"Oh, Gertieeeeee! Hey, Gertie!" Wind Whistler called out, flying over the treetops. "You out there? Come out come out wherever you are!"

The ponies drew closer to the shrubbery she was hidden in; this was the time she should be running. but... wasn't the whole point of her message of making friends? Didn't that mean she had to give these ponies the benefit of the doubt? Even if the ancients had treated her poorly, she had to give this 'Majesty' and her friends the benefit of the doubt. With a sigh, she stuck her head out of the brush, and turned her long neck to face the ponies.

"Um, hello?" The cutiesaurus asked, smiling at the four shocked ponies who stood in front of her. "Excuse me, I'm sorry to bother you, but... were you girls looking for me?"


	31. Chapter 31

A New Friend, unlike any other...

"EEEEEEEE! IT'S HER!" Wind Whistler shrieked, bouncing around like a lunatic. "WE FOUND THE CUTIESAURUS! WE FOUND THE CUTIESAURUS!"

The other ponies could only stand there and stare in Disbelief. Here, out of the mists of legend, was a creature many thought was only a fairy tale. An orange dinosaur, with a blonde mane, and a long neck and tail. And, to everybody's shock, their was a cutie mark decorating her back hip and the side of her body; eleven blue bones, symbolizing how she had first brought everyone together.

"I... I don't believe it... the ancient legends were true." Applejack muttered in awe, walking around in a circle, studying the curious reptile. "We ponies weren't the first, and now, you're here..."

"Yes, I heard you out there looking for me." The cutiesaurus replied. "So I decided to take a chance, and come to you."

"What... what is she?" Hollywood whispered to Majesty. "She looks like a dragon, but she's not as scaly."

"She's what the humans call a dinosaur." Majesty replied, looking back at the reptile. "I've heard the present day humans call her kind... a Brontosaurus, I believe."

The four mares trotted towards the dinosaur, bowing humbly before the ancient dinosaur.

"Great cutiesaurus, we are truly honored to be in your presence." Princess Majesty greeted her humbly. "It is truly wonderful to be in the presence of the creature who first discovered friendship in this world, and earned the first cutie mark."

"My noble pony friends, I am so pleased that you have come to see me." The reptile replied, mustering as much formality as she could. "But please, I would much prefer it if you were to call me Gertie."

"Thank you... um, Gertie." Majesty replied, as she and the others stood up again. "Noble creature, we have been asked to invite you to Rainbow Falls, for a celebration in your honor."

"Yeah, we know it's gotta be kinda lonely out here for ya." Applejack agreed. "So we wanted to come out an invite you so you can make some new friends!"

"Why I thank you so much for your kindness." Gertie replied, smiling at the ponies. "But I already have so many friends out here in the forest."

While they were talking, Majesty looked back to see Wind Whistler was simply sitting their, staring ahead wide-eyed like an excited fool in ecstasy.

"Windy, are you all right?" The princess whispered to her wide-eyed friend. "We finally found the cutiesarus, you've achieved your great goal!"

"Cutiesaurs...!" Was all the Pegasus could reply, her eye twitching wildly. "So... excited... can't... think!"

Shaking her head, the princess motioned for A.J. to guide their overly- excited friend along, as they moved to follow the already-moving dinosaur back into the wild.

"Miss Gertie, I don't mean to question your words..." Hollywood spoke up, fluttering beside the cutiesaurus. "... but, who else do you have to be friends with out here, besides the animals?"

"Oh, I'm not the only one out here." The amused dinosaur replied. "I am not the only creature that has earned their cutie mark, then had to retreat to the wilds, after the rise of Ponydom."

It was at that moment, that Wind Whistler finally recovered her senses enough to burst out in a stream of excited gibberish.

"Oh my gosh, miss Cutiesaurus, this is soooooo awesome!" Windy exclaimed, flying around in excited circles. "How long have you been out here? How long have you been around at all? Where have you been living all this time?! I really really wanna knowwwww!"

"My my my, you certainly are full of questions, aren't you, young one?" Gertie replied with another smile. "I have been out here far longer than any other creature. I was here when the first animal tribes began to spread across this world, I was here when the Penna birds built their mighty civilization."

The dinosaur looked away. "I was here when friendship ponies took your first hoofsteps, and when you split into three tribes, and then became one again. I remember when the sun pony and moon pony walked this world, and and I remember the friendship empire they built. I remember how they died, and that empire fell."

She closed her eyes. "I remember when the friendship ponies were driven away by you war ponies, and how their world gave way to yours. I remember all this and more, pony... I remember it all."

The four mares looked on in awe, impressed with the ancient and wise dinosaur before them. The cutiesaurus carried an aura of wisdom and nobility that few other beings in this day and age possessed. For Majesty, the daughter and heir of the most powerful pony on the planet, it was incredible to see someone who projected such an air of authority, but radiating warmth and friendliness instead of the power and fear her mother projected. if the princess had to be a leader of ponies, she would prefer to be a leader like the cutiesaurus.

"So... who are these other friends out here you were talking about?" Majesty asked, as the ponies and the cutiesaurus came into a clearing in the middle of the forest. "I don't know of any ponies, or other races, out here."

"As I told you before, there are others who attained the gift of a cutie mark, and they are here with me." As she spoke, several other forms began to emerge from the trees. "Each of them was the first to attain a cutie Mark among their tribe's, and they, too, sought the solitude enlightenment brought."

Suddenly, the forms of several other Animals surrounded the ponies- An elephant, a moose, and a llama, among them- each with cutie marks on their sides. And none of the group of ponies was prepared for the ensemble of creatures who appeared before them now.

"Wait,so all of these types of creatures have the potential to earn cutie marks?" Wind Whistler's jaw hung open in disbelief. "Okay, this whole thing just got waaay to weird, even for me!"


	32. Chapter 32

Meet the Pony Friends

"We are all friends to the ponies, Princess Majesty." The Cutiesaurs explained to us. "But not all ponies necessarily are friends to us."

The princess and her friends stared at all the animals with cutie marks in disbelief. It totally amazed the four ponies that so many non-equines had achieved the sacred symbols that only ponies were supposed to have.

"How... how is this possible?" Hollywood asked in disbelief, looking around. "I mean, I know you earned your cutie mark before us, and all. But all these animals, getting their cutie marks... how is this possible?"

"We are animals who learned the message of friendship, inspired by you ponies." A pink moose with turquoise hair and and autumn leaves cutie mark. "My name is Oakley, and I discovered my special talent making wonderful meals at my restaurant back home... until a group of angry ponies drove me away for earning my cutie mark."

"Wait, ponies made your life miserable?" Applejack asked in confusion. "I find that a little hard to believe. I mean, I know there are bad ponies out there, but most of us would never do something like that!"

"The ponies of our times, were not the ponies you know today." A purple elephant with orange hair and peanut cutie mark chimed in. "I came to the pony kingdoms with my sharp and prefect memory, using it in loyal service to the royalty of the ancients. But when my cutie mark appeared for all of my studious work as a royal advisor, the ponies turned on me, wiping out my family."

"Poor Edgar elephant barely escaped the equines with his life." Oakly explained, shaking his head in sorrow. "But he found refuge here, with us among the hidden groves."

"So, you mean to tell me each one of you came to the pony kingdoms, displayed a really cool talent, and earned a cutie mark?" Wind Whistler asked in disbelief. "And then the ponies got mad at you for getting cutie marks, and tried to hurt and kill you?!"

"Indeed, _Seniorita_. But it wasn't always _all_ ponies who hated us." A green Lama with pink hair and a hat cutie mark on her flank added. "'Ol Cha Cha the llama came here from Maretonia, where the ponies admired me for earning my cutie mark in making cute hats. But when I came to the other pony nations, I was persecuted, and driven into the wilds."

"Now wait just as gosh darn minute here." Applejack protested, stamping her hoof in anger. "Now, I know there were some very bad ponies back in the day, but most of the ancients weren't like that. They would never have-"

"It wasn't the ancients who drove us out- at least, not the ancients when they were ruled by the sun and moon." Edgar added, raising his trunk. "It was the ponies from before the three tribes of ancients became one, before they knew harmony."

"But, why haven't you all aged?" Wind Whistler asked, flapping around and examining the four animals. "I mean, shouldn't you all be really really, reallly old by now?"

"I suppose, just like myself, the special nature of their marks protected them from old age and death." Gertie speculated. "After the ponies and driven them away, these animals came to find sanctuary here."

"And so you all lived out here in hiding, not aging due to your unique cutie marks, all the way through the time of the ancients, and into the founding of Ponyland?" Hollywood asked in amazement. "As a flutter pony, I can understand living in an isolated society, but don't you think you gals and guys are taking it a bit too far?"

"We feared that ponies would never accept us, and would still seek to destroy us." Gertie replied sadly. "That is why we meet you here, in this ancient grove, rather than our hidden village home, deep in the forest."

"Gertie, listen to me... ponykind has changed." Majesty reassured her, finally speaking up. "We will be happy to make friends with all of you now, the jealousy the three tribes had that non-ponies could achieve a cutie mark is long gone now."

"I don't know... the pony travelers we have seen from afar do seem a bit kinder in nature." Edgar speculated. "And it has been over two millennia since most of us actually _spoken_ to a pony at all."

"That's how long it's been since most of you have talked to a pony?" Applejack asked incredulously. "You've been hiding for two thousand years, and never bothered to see if ponykind had changed?!"

"That's why I willingly appeared before you, and guided you to this place." Gertie interrupted. "We are willing to give you equines another chance... I have decided I will go with you to your celebration, and see how ponydom's attitude has changed."

"You mean... you'll come back with us?!" Windy's eyes went wide, before the Pegasus rushed up and hugged the dinosaur tightly. "HOORAAYY! It's my greatest dream come true!"

Cha Cha looked at the other two, who nodded to her, and then the llama spoke;

"Gertie, the rest of us would like to try to make friends with the ponies, as well." Cha Cha smiled. "It's time we came out of the shadows, and if the equines will alow us, become pony pals like we always wanted to be."

"Pony Pals? HA! Don't make me laugh, Cha Cha!" A harsh feminine voice called out from behind them. "Who'd want to be friends with some worthless pony!"

The four mares turned around, to see a griffin, with a bluish-grey coat of feathers. The ponies noticed a scar over the female griffin's right eye, but they also noticed a mail letter cutie mark on her hind leg. The cranky bird-lion looked to be just about their age, but given how the other 'pony pals' were older than they looked, who knows how old this war scarred creature was?

"Aieeee! A griffon!" Wind Whistler shrieked, as all the others assumed a fighting stance. "Quick, girls! Slay her, before she eats one of us!"

"Girls, calm down! she's a griffon from the ancient world, not the monsters you Ponylanders constantly have to fight and kill in the northern lands." Gertie turned to face the griffon. "Gabrielle, that's enough. We don't need another one of your anti-pony rants again."

"Oh yeah? Well, maybe you should start listening to my warnings, Gertie!" Gabrielle pointed a claw back at her cutie mark. "When I was younger, it was my heart's desire to obtain a cutie mark." The griffon glared over at the equines. "But a group of ponies once told me I would never be able to earn a cutie mark, and I had resigned myself to never getting one. Well, you can see how that turned out, huh?"

"Just because a few ponies were bad to you so long ago, doesn't mean they're all like that." Edgar argued. "We need to at least give the equines of Ponyland a chance, instead of continuing to hide in the forest."

As the cutiesaurus continued to argue with Gabrielle the griffin, Applejack stared at the griffin, a puzzled look on her face.

"Applejack, what wrong?" Majesty asked, noticing the look on her friend's face. "You look like you know this griffin or something."

"I don't know, princess. I don't think I know her, but..." Applejack cocked her head, staring at the grizzled griffin. "I just can't shake the feeling I've seen that girl somewhere before..."

After several minutes, Gertie turned back to the four ponies and nodded.

"It has been decided... Edgar, Cha Cha, Oakly, and myself will travel back to the pony village with princess Majesty." Gertie announced. "Meanwhile, the other three of you will stay here with Gabrielle, and watch over the children."

"Sounds good to me." Majesty agreed, as she and the others walked away. "Girls, the rest of you stay here, and help Gabby with the, uh, kids."

"Wait, kids?" Hollywood asked in confusion. "All these 'pony pals' are immortals. What 'kids'?"

"Heh heh." Gabrielle smiled evilly. "Oh boy, are you ponies gonna find out..."


	33. Chapter 33

A queen's mother

"And so, the pony pals and I started our way back towards Rainbow falls, as I was eager to prove that ponies had changed and could be good friends to each and every one of them." Majesty's face fell, and her words started to take on a very sad tone. "While Applejack, Wind Whistler, and Hollywood, were forced to babysit a terrible quartet of cutie marked baby animals, called the pretty pals. Boy oh boy did those three have a really wild and crazy time with... those... little... trouble... makers..."

At this point, Majesty suddenly stopped her story, and sat back to recline in her throne. I waited for several minutes in that silence, pen still levitated above the parchment, as my queen just sat there, staring into space. I could see that something was on her mind, but didn't feel it was my place to ask her about it. But finally, when she failed to respond, I decided to speak up.

"Majesty, is something wrong?"I inquired, adjusting my glasses. "You just trailed off there, right in the middle of your story."

"Huh? Oh, sorry Tornado." she replied, looking back at me sadly. "I was just thinking about my mother, the previous queen. This whole thing with the pony friends, it's the kind of situation she would have easily dealt with, as she lacked my hesitation or uncertainty."

"Oh yes, your mother." I considered the previous queen, who had also been named Majesty. "From what you've told me, you had a... complicated relationship with her."

"That would be an understatement, Tornado. I both loved and hated that mare." My queen sighed, shaking her mane. "I mean, she was the pony who gave birth to me, and even though she was basically non-existent in my day-to-day life, she did make sure I was always cared for, and always made to feel I was loved... even if she wasn't the pony who was raising me."

"It must have been very hard for her, especially since I read your father died in the dragon wars." I added, trying to be helpful. "The queen probably had a very difficult time, trying to raise your brother and you, while holding an entire kingdom together by herself."

"Yes, I just wish she could have been there for me more often." The queen replied, raising her voice slightly. "I mean, do you know what it's like to have your only living parent make a five-minute appearance at your birthday party every year, only to disappear again to work on some treaty? Yet she was there for every birthday, and every celebration, for my brother."

"It seems Satin n' Lace was more of a mother to you than the queen." I replied, setting ink and quill aside for a moment. "She seemed to be the one there for all of your childhood experiences."

"That's true." Majesty agreed. "Although she was always harsh and strict with me, Satin was there to dry my tears, play dolls with me, and share secrets and gossip when I was a little girl." My queen looked down, trying to hide the tears welling up in her eyes. "It wasn't until my teens that my dear royal nanny turned into a total cranky witch, though now I know and appreciate why she did it."

"What was it like for you, when the two of them passed?" I asked, causing Majesty to shoot me a look. "Oh, I'm sorry, my queen! I didn't mean to-"

"No, it's all right, Tornado. It's just something I haven't thought about in quite a long time." Majesty looked away. "My mother died nearly two decades after the adventure I am telling you about now. She perished in a duel with the king of Griffinstone, while also taking his life. Satin n' Lace was actually at the Royal Paradise, during the time your wife and her friends were being crowned the heroes of Ponyland. She died during Hydia's attack, one of the victims of the evil curse that turned ponies into mindless horses."

"Yes, I remember that terrible, tragic incident." I reply somberly. "Ponyland still has to pay that old witch back for what she did, and for all the lives her cruel and heartless actions took."

"Two mares who raised me- a mother, and one who was like a mother- and I lost them both, Tornado." My queen started to cry, covering her face with her hoof. "There are so many things I never got to say to her. And Satin, I never thanked her for being tough when she needed to be. I owe both of them, for helping to make me the queen I am today."

I pause at her words, thinking about my own mother, and trying not to tear up. All of us owe our mothers for raising us, for teaching us, and for loving us. They comforted us when we needed it, and disciplined us when it was necessary. We also owe them for giving us life, and that is a debt that no child cab ever truly repay.

Both of us tried to compose ourselves, before I levitated my quill and parchment back over to begin writing once more.

"Don't worry, great Majesty, none of this will go into the record. We don't want Dream Valley thinking their queen is a softie." I assure her, as she wiped the tears away from from her eyes with her right hoof. "The pony pals? Rainbow Falls? The rainbow pony monks?"

"Oh, yes... the rainbow ponies were waiting for my friends and I to return with Gertie." Majesty replied, getting back into telling her story. "And oh my stars, what a shock they received, when I showed up with three other unexpected guests..."


	34. Chapter 34

_A Hired Hoof_

She always hated coming here.

Twinkler never liked visiting the parliament hall; the ponies here were always so stuffy, so cold. But then again, who was she to complain about that sort of thing, being that she and her siblings were mercenaries for hire? But, she and her family had long been of use to the government, eliminating things and ponies that the royal council felt were a threat. So, she could easily put aside her discomfort, for the sake of the profit to be made.

"Hello? Anypony here?" Twinkler asked, calling out into the darkness and shadows. "I received a message you had a new mission for me, so I came as quickly as possible."

The country Twinkler and her siblings served was Equestria, a nation far to the south of the Confederacy of Ponyland. It was the largest unified equine kingdom on the planet, and was seen as the source for all the great friendship and magic in all of the lands. While the Ponyland Conferacy was the more powerful than Equestria with it's mighty magical artifacts, the Equestrians were considered the more civilized of the two pony nations, with more complex and powerful magic, and were generally friendlier than their barbarian neighbors.

"Ah, Twinkler... so glad you could make it." A mare in a dark hood and robes announced, emerging from a secret panel along the wall. "I trust you have taken the usual precautions to ensure you were not followed?"

"Don't worry, your ladyship, nopony followed me here; I know how important you keeping this stuff a secret is." The yellow mare with the gold and fuchsia mane smirked. "Though I don't understand why you keep covering yourself up in that disguise, nopony is ever going to discover we're making these 'business transactions'."

"It is of the utmost importance that nopony ever discover that a member of the senate is hiring an assassin to take care of Equestria's... more discreet problems." the mare in the hood replied. "Our loving and tolerant population would demand my removal from office, and our beloved alicorn queen would order my immediate arrest and trial."

"Well, we don't have to worry about that, now do we?" Twinkler replied, cracking her hooves. "Now, what is this job you want me and my siblings to do?"

"We have received word from our spies, that the Ponyland barbarians that they are actively seeking out the mythical pony pals, the only non-equines to ever attain cutie marks." The parliamentarian replied, still looking around nervously to make sure they weren't being watched. "I want you and your siblings to journey north to the Ponyland-Equestrain border city of Rainbow Falls, and find out if the barbarians have found the pony pals. And, if the legends are true and those blasphemous creatures have been found, eliminate them!"

"No problem, your ladyship! If those 'pony pals' exist, we'll splat them like bugs." Twinkler grinned, relishing the thought of violence. "But, why in Celestia's name does the esteemed Equestrian parliament care about a bunch of critters with cutie marks?"

"Because, cutie marks have always been one of the most sacred part of our culture, it has always been a symbol of our destiny to guide the other races of world." The hooded pony replied bitterly. "It's bad enough the zebras and those barbarians are born with them, but if the other races were to learn it was possible to earn a cutie mark, it would undermine our prestige and place as leaders in the world!"

"Still, going into Ponyland... that's a dangerous job... even more dangerous than when you had me start that war between Yakyakistan and Saddle Arabia." The mercenary shook her mane. "It's gonna cost you extra, and you already know our services don't come cheap."

"I know, I know... ten million bits for the elimination, then another five million for expenses and the risk involved." The hooded figure snarled. "I'll throw in a five million bonus for any and all collateral damage and casualties you can cause in Rainbow Falls during the operation... those traitors deserve it for withdrawing their city from Equestria, and joining the Ponyland confederacy. An example must be made,you understand."

"No problem, though we're going to charge extra for every stallion, mare, and foal we manage to turn into glue." Twinkler grinned evilly. "Anything else we should be aware of?"

"Yes, according to my spies, Princess Majesty herself is the one undertaking this mission to find the pony pals." The cloaked bureaucrat replied with a snort. "I obviously cannot ask you to hunt down and eliminate the heir to Dream Valley -we don't have enough bits in the treasury to pay that bounty- buuut, if she were to accidentally get hurt or killed during your little operation, a nice little extra could make it's way into your bank account..."

"What?! Princess Majesty? As in, the princess Majesty whose mother possesses the golden crown? The reality warping artifact that is the most powerful magical tool on the whole damn planet?!" Twinkler stamped her hoof. "There is _no way_ in Luna name I'm risking my family's life by killing her! Those Ponylanders wouls declare a blood feud that will end with my siblings and I's heads mounted on their wall." The yellow mare stamped her hoof stubbornly. "If we encounter the royal brat, we're just knocking her out!"

"Oh, very well... it sure would've eliminated a problem for me and New Equestria, though." The hooded politician sighed. "Those Ponylanders deserve every bit of misery they can get!" She began to rant. "We holy Equestrains are the descendants of that glorious pony race, the ancients. Those barbarian's ancestors stole their lands from the ancients, and drove into the south, where our blessed Equestria stands today!" The cloaked bureaucrat snarled. "The more suffering I can cause those filthy Barbarians, the better!"

"Yeah, yeah, whatever! Just make sure the bits are in my account when we get back to Equestria." Twinkler rolled her eyes, trotting discreetly out the side door. "And don't you worry, I'll send those pony pals and the ponies of Rainbow Falls on a one-way trip to the glue factory!"


	35. Chapter 35

The Meeting at Rainbow Falls

"Okay, everybody! We're approaching the edge of Rainbow Falls." Majesty told the pony friends, as they drew near the edge of the forest. "Now, the ponies might be startled by your appearance, so let me introduce you, first."

The five travelers entered the clearing, and now gazed upon the bright and colorful city at the edge of the rainbow waterfall. The pony friends seemed surprised by the sight of the bright and colorful community, as if a city were a strange and alien sight to them.

"Hmmm, these ponies still live in stone houses of brick and mortar, much like the humans and elves do." Oakley moose snorted, gazing around at the town critically. "They are not as close to nature as we are."

"Oh, cut it out, Oakley!" Cha Cha llama snapped at him. "Who are you to talk about nature? You can't stand bees or wasps, and every time you go for a walk in the woods, you get a rash from wither poison ivy or poison oak."

"Don't be so critical of our friend, Cha Cha. These ponies are still an unknown factor to us." Edgar elephant chided the elephant. "Oakley is wise to use caution in dealing with the equines."

"Enough, all of you!" Gertie the cutiesaurus chided all of them. "We are about to find out just how friendly the ponies can be."

Several ponies in the town began to notice Majesty and the pony friends, and started to approach the group. The pony friends took an uncertain step back, until several mares and foals stepped forward to greet the non-ponies.

"Hello there!"

"Nice to meet you!

"Hi! Wanna be friends?"

The pony friends were taken aback by the warm welcome the ponies gave them, and were even more surprised when one of the rainbow ponies came forward, and raised her hoof in greeting to the newcomers.

"Welcome to our village, most honored guests." Nachlicht bowed to them politely, before smiling. "My name is Nachlicht, and I'm a rainbow pony." She looked up at the cutiesarus directly. "I am so very pleased that you have honored us with your presence."

"Um... greetings." Gertie replied, not quite sure what to say, or how to react to this warm reception. "We are really, really honored to be here."

Seeing all of the positivity and warmth surrounding them, the other animals finally allowed themselves to smile, as the equines embraced them with open hooves.

...

The younger ponies took to the other animals quite well, laughing and playing all around them. Several foals were climbing on Edgar's back ,and using his trunk as a slide. While two smaller fillies swung around on Oakley's antlers, laughing right along with the moose. Cha Cha tried to play hopscotch with several little colts. The pony friends took to these small children right away, as if they were members of their own families.

"I-I don't believe it." Gertie stuttered out, watching her friends having fun playing with the fillies and colts, while the parents looked on. "I had spent all this time convincing myself that ponies meant to destroy us, that I actually forgotten how friendly your kind can be."

"We are friendly, because you taught us how to be that way, Gertie." Nachlicht replied with a smile, looking on as the other pony friends had fun. "Without you and the other animals to blaze the trail, and show us how to wear our special talents proudly on our flanks."

"You know, for being the one species where all the members could earn them, ponies have never truly understood what these marks actually mean." Gertie told the rainbow pony, looking back at the mark on her own flank. "None of you ever grasped the deeper significance of what it meant to bear these marks."

"Well, aren't they symbols of a pony's inborn talents and magic?" The rainbow pony inquired, staring up at the aged dinosaur. "I mean, Equestrian ponies earn their marks when they discover their special talent. And ponylanders are born with their cutie marks."

"Oh, Naclicht...the cutie mark is so much more than just a symbol of a pony's special talent and magic." Gertie shook her head sadly. "Rather, it is the embodiment of that special talent and magic. Why do you think it disappears from an animal's flank, when his or her magic gets stolen?"

"So, you mean... there is magic in the mark itself?" Nachlicht smacked her hoof against her forehead. "Of course! No wonder they react to pony's emotions, and use of their special talents! the mark is like a totem rune, infused with an equine's inherit magic!"

"Now you begin to understand, my good Nachlicht ." The cutiesaurus smiled at the pony sage, who was far younger than the reptile. "I wish I could have had this kind of talk with a pony long ago, I am pleased to see your kind no longer despises the rest of us."

As the dinosaur and rainbow pony spoke, Majesty came trotting up to the other pony friends to have a word. All of the playing foals trotted back to their parents, and the pony pals turned to the unicorn with smiles on their faces.

"So, everybody... I take it your opinion has changed on ponies, now?" Majesty asked with a grin, hoping their quest had been successful. "You don't see us as evil persecutors seeking to destroy you anymore, I hope?"

"Princess, there are no words, we..." Cha Cha stumbled off, tears filling the lamas eyes. "...we never knew ponies were this capable of compassion."

"The little ones, they showed us how foolish we had been." Edgar agreed, lowering his head and trunk in shame. "We expected ponies to still be as full of contempt for us, as they did in ages past. But now..."

"...now, you- and they- have shown us the error of _our_ ways." Oakley finished, humbly admitting they had all been wrong. "I'm sorry, Majesty. We all are, for thinking the worst of you." The moose smiled. "If ponies are all like you and these children, we shall be very happy to be 'pony friends' indeed!"

"I'm glad to hear that, and the ponies of Ponyland will be happy to have you as friends indeed." Majesty agreed. "Now, why don't we head over to the town's diner, and see if we can get all of you some delicious meals?"

But as the five made their way across town, they failed to notice four Equestrian ponies come trotting up behind them. They barely made it to the restaurant, when the four ponies jumped them.

"We have them, Girls!" Twinkler called out, as the four ponies jumped them. "For Equestria!"

"Aieee, look out!" Majesty cried out, as the four Equestrian Equines jumped them. "Bounty hunters!"

The princess kicked one mare away, and zapped a second with a beam from her horn. But the four just shook the attacks of and kept coming. Majesty and the pony pals fought for their lives, fearing what would befall them if they lost this fight!


	36. Chapter 36

Pony Pals in Peril!

It all happened at once.

From Majesty's point of view, the surprise attack was swift and brutal. The attackers, she recognized from wanted posters; Twinkler, Sunblossom, Bright Night, and Starflash. The Glitter family, four Equestrian bounty hunters who were known for their ferocity and ruthlessness. The four earth pony mares were members of the Sweetheart Sister bounty hunters guild, and it was obvious to the unicorn princess that they had come for the pony pals.

Majesty and the other ponies of Rainbow Falls galloped towards the pony pals to help, but Twinkler tossed down and enchanted medallion with her hoof, that created an energy shield around the bounty hunters and pony pals. The other ponies found themselves blocked by the barrier, and began pounding on it with their hooves.

"A magical barrier! That talisman must have been a unicorn enchantment!" Nachtlicht exclaimed, Pounding on the shield. "This force field will have the power to keep us out for over an hour, we can't even teleport in our out of the field!"

"No! we have to get through!" Majesty pleaded. "We can't let them hurt the pony pals!"

And so, all the ponies worked out wearing down the barriers magic- earth ponies kicking away, unicorns blasting with their horns, and Pegasus slamming it with powerful gusts of air from their wings- while the Sweetheart sister ponies picked a fight with the pony pals.

"Get them, girls!" Sunblossom, the pink mare with the glittery star cutie mark, called out. She jumped at Cha Cha, delivering a series of powerful kicks, knocking the Lama to the ground. Quickly skittering back to his feet, Cha Cha charged at the mare, headbutting her and causing her to stumble backward. But another headbutt from Sunblossom knocked the llama back, and the mare was on him again.

"I knew this was a trap!" Oakley cried out, lowering her head, and Charging straight at Bright Night. "I knew this was too good to be true!" His slammed into the lavender mare with his antlers, sending her flying. But the pink-maned mare was right back at the mad moose, kicking him with her back hooves, and sending him flying. The two animals continued their fight, trading kicks and blows.

"I'll deal with that Majesty, personally!" Edgar roared, raising his truck in anger. "Right after I deal with our attackers!"

The small elephant charged at the overly large blue mare, Starflash. The two powerhouses slammed into each other, struggling in a powerful grapple, before Edgar finally lifted the strong mare up over his head with his powerful tusks, and flung her aside. But the bounty hunter with the pink hearts cutie mark was not out, as she leapt at the surprised elephant again, getting back into the fight.

Meanwhile, Gertie and Twinkler were circling each other, each looking for a chance to attack. Both were determined to not let their opponent to get the upper hand, and both were determined to not be intimidated by the situation.

"So, the others were right... there are still ponies that want us dead." the dinosaur remarked, swinging her massive, tree-like tail at the mare, who easily jumped over it. "I don't believe it was Majesty or any of these ponies, though; why else would you be trapping them outside of the barrier?"

"You're very perceptive, lizard girl!" The bounty hunter quipped, jumping at Gertie with a kick she easily dodged. "It's no wonder you and these other freaks managed to escape pony justice all of these centuries!"

"Whoever you are, I won't let you hurt these creatures because of your stubborn pony pride!" Gertie declared, headbutting the bounty hunter. "I'm not going to let you hurt my family!"

The bounty hunters and pony pals fought a fierce battle- headbutts and biting, kicks and stomps. Majesty could only watch helplessly, as the Sweetheart sister ponies dished out a world of pain towards her new friends. Desperately, she blasted away at the shield harder and harder, terrified that the bounty hunters would succeed in their goal before the other ponies could get in there.

But as the battle raged on, the pony pals began to gain the upper hand.

"Hmm, looks like your little army is starting to tire out." Gertie told them with a smile. "Why don't all of you just give up, and we can all go home safely?"

"Oh, I don't think so. My sisters and I don't give up that easily." She pointed a hoof at a medallion around her neck. "See this? My sisters and I are each wearing one, they allow us to pass through the magical shield that's keeping the Ponylanders out."

"So? How is that going to help you slay us?" Gertie stopped fighting, shaking your head. " All you can do with that is run away."

"Exactly." Twinkler smiled a dark smile, before stepping away from the dinosaur. "You might be interested to know, Miss Cutiesaurus, that the barrier not only pushes away ponies out the outside, but also exerts force on anything inside, as well. See you later, dino brains."

Twinkler motioned to the others, and all of the Sweetheart sister ponies went galloping out through the barrier. The pony pals and the ponies pounding on the barrier from the outside all stopped in confusion, as the bounty hunters ran off towards the distance. It was then the magical barrier began to shift and waver, and both Gertie and Majesty's eyes went wide in horror as realization dawned on the both of them.

"Oh no..." Both dinosaur and unicorn exclaimed at the same time. "No...NO!"

At that moment, finally giving way after all of the damage the ponies outside had done to it, the barrier finally imploded. The horrified ponies outside heard the ponies pals painful, sickening scream as the magic shield collapsed back in upon itself.

"AIEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!-" *SQUISH!*

The ponies stepped into the spot where the barrier had been... and found the gory, messy remains of what had been the pony pals, who had been crushed by the barrier's collapse.

"Yes! Only ponies posses cutie marks once more!" Twinkler declared, as she and the other bounty hunters vanished over the horizon. "Once again, the ponies of Equestria have ensured pony superiority! Friendship forever!"

"Great B'zekre..." Nachlicht replied in horror, putting a hoof on Majesty's shoulder. "I know they hated the pony pals, but..."

"No, I promised them they wouldn't be hurt..." Majesty whimpered, collapsing to the ground, whimpering. "I promised... I promised..."

And in her head, princess Majesty heard her mothers laughter...

 _Looks like you've learned another hard lesson, my daughter..._


	37. Chapter 37

Meet the Kids!

"So, Gabby..." Wind whistler asked, as the three ponies and one griffin emerged into a clearing. "Like, what are these 'kids' ya keep going on about?"

Gabrielle, Wind Whistler, Hollywood, and Applejack had come back to the Pony friend's hidden village, where the supposed 'kids' Gertie had mentioned were part of the pony friends. They found they had come to a clearing, filled with a bunch of tree houses connected by wooden bridges and rope ladders. But as the three ponies looked around, but couldn't see anybody else present.

"You sure those kids are here?" Hollywood asked, fluttering around among the empty tree houses. "'Cause this place looks totally deserted."

"That's just the way it looks, the tykes are here, don't you doubt that." The griffin smiled, then called out into the trees. "Hey,everybody! It's aunt Gabrille! I'm home!"

At that moment four baby animals came timidly working their way out of the surrounding trees, coming to surround the newcomers curiously. The four animals were confused by the arrival of outsiders, especially ones who were ponies. It was then that Gabby stepped forward, and spoke up on behalf of the newcomers.

"Everybody, these are Gertie's friends; Applejack, Hollywood and Wind Whistler." The Griffin explained. "They've here come to play with you, while The other adults are away."

When she mentioned Gerite, the others instantly calmed down, and began to talk to the ponies.

"Hi, my name is Hoppy!" An energetic pink Kangaroo with a pocket cutie mark came bounding up, a grin on his face. "It's really a pleasure to meet you!"

"Um, hello?" A little cow the same color of Applejack greeted them timidly, the little heifer with the falling leaves cutie mark looking away. "My name's Leafy, and I'm happy to meet all of you... I think..."

"Yo, I'm Woolly, the pink sheep of the flock!" An ewe with a ball of yarn cutie mark greeted them, her voice filled with spunk. "How yuz all doin'?"

"And I'm Nectar, the leader of the gang!" A little blue and white panda declared, stepping out in front of the others. "Welcome to the hidden village!"

"Oh wow, so these are the kids you were all talking about." Applejack replied, finally understanding. "You little tykes must've earned your cutie marks as children, and stayed the same age ever since."

"Yep! We never get old-literally!" Woolly agreed. "We're just that lovable!"

"Oh wow, this one's, like, a total comedian." Wind Whistler added, rolling her eyes. "As if we didn't already have enough of those around here."

"Do ya know any good games?" Hoppy asked, jumping around energetically. "We just love to play games!"

"Well, we could try tag," Hollywood suggested. "or maybe a game of ball?"

"Well, that kind of sounds like fun... I guess..." Leafy replied. "As long as we don't get hurt..."

The three ponies then began to play several games with the pony friend children, trying to keep them occupied. But they were about to discover, that these little bundles of energy might be a tad too much for them to handle.

"Hurry up, Wind Whistler!" Hoppy called back, bouncing ahead in a game of tag. "Ya can't catch me!"

"Oh yeah? Well, we Pegasus are just as fast on our wings, as you are on your feet!" The Pegasus zipped after him, chasing the kangaroo through the treetops. "You're not 'hopping' your way out of this one!"

Next they decided to play a game of tag, but things didn't exactly go as planned.

"Leafy, why are you hiding back there?" A puzzled Applejack asked, lifting a branch to where the little calf was cowering. "It's your turn to be 'it'."

"But A.J., my favorite part of hide and go seek is the hiding." Leafy replied timidly. "It's the one game that makes me feel the safest."

"Ohh boy, do you remind me of an old friend of mine." Applejack replied, rolling her eyes. "Though I don't exactly remember who."

Finally, they tried a game of hoofball... and discovered they were outmatched by the energetic little tykes.

"Awww, come on, Holly!" The lamb exclaimed, bunting the ball back across the net with her head. "Ya haven't managed ta hit a single ball across the net!"

"Sorry, Woolly..." The flutter pony gasped, trying to catch her breath. "But we flutters aren't built for a lot of activity!"

As the ponies continued to play with the kids, Gabrielle watched them from afar. Her face began to soften, seeing how the equines were treating the other animals, and she realized Gertie may have been right about the ponies. As she was contemplating this, Nectar came crawling up to her, and spoke.

"Um, Miss Gabrielle?" The little panda asked, looking down at the ponies. "Those new friends you brought, they're kinda awesome!"

"Yeah, I guess they're really not that bad, after all." Gabrielle replied with a sigh. "I guess I'd better go and talk to them."

When the three were taking a break from playing with the kids, Gabrielle approached them with a guilty look on her face.

"Hey, girl! How's it going?" Windy greeted her, a smile on her face. "You, like, said these kids would be a hoof-full, but they're, like, totally awesome!"

"Yeah, about that... look, I'm really sorry I doubted you girls." The griffin admitted sheepishly. "You made friends with the children easily,when I thought you'd simply hate them. I misjudged you, and I'm sorry about that."

"Well, I guess you really shouldn't judge a pony by her cutie mark." Hollywood replied smugly, fluttering around over her head. "We never meant any harm to you, or the other pony pals."

"I'm sorry! It's just... look, long ago the ponies you call the ancients lied to me, tricked me, and talked down to me." The griffin just scowled. "They acted like I couldn't even grasp the concept of friendship, just because I was a griffin!"

"We Ponylanders are nothing like the ancients, we're not arrogant or cruel enough. And we barbarian ponies are nowhere near the level of hypocrites the ancients were." Applejack shook her head. "You've always been too quick to judge ponies, Gabby. How could the girls have possiby known you'd eventually get your cutie mark, and take your place among the immortals?"

The griffin stared at the apple-picking pony in shock, having been called a name she had not heard since the time of the ancients. But the earth pony had already moved on, having gone back to play with the children once more.


	38. Chapter 38

Confrontation

"Hey ponies, you're waaay too slow!" The panda laughed, racing ahead of Applejack. "Bet ya can't catch meee!"

"Oh yeah?" Applejack replied, closing in on the bear with a smile. "Well, you aren't gonna get away from me that easy, kid!"

The ponies and pony friends were all so busy playing, that they failed to notice the approaching sound of four sets of hooves approaching the hidden village. When the playing ponies and other animals finally noticed the newcomers, they looked up to see four tall and lanky mares standing before them.

"Oh, hello there!" Leafy greeted the newcomers timidly, walking up to say hello. "Are you some new friends, too?"

"I'm afraid we're not here to be friends, little one." The lead mare replied, patting the panda child on the head. "We're the Sweetheart sister ponies, and we have some business with you and those ponies over there."

"The Sweetheart Sister...?" A look of horror spread across A.J.'s face, as she and the other two mares realized who these four actually were. "Windy, Holly... you and Gabby fly the kids outta here. I'll tend to our... new guests."

"Wait, A.J... what's going on here?" Gabby asked, as Holly and Windy loaded Woolly and Hoppy onto their backs, and took to the skies. "Who exactly are these mares?"

"Don't talk," Applejack barked at her angrily. "just go!"

The griffin nodded, and flew away with the little panda. A.J. then turned to face the Sweetheart sisters. "All right, you cowardly bounty hunters. Let the kids go, or you'll have me to tussle with!"

"You!? Clumsy Applejack of Dream Valley?" Twinkler replied with as laugh. "Yes, we know who you are, we make it our business to know everything about everypony connected to our targets."

"So ya know who I am, big deal." Applejack snorted, stomping her hoof. "Doesn't mean it's gonna stop me from kicking your flanks to the curb!"

"Come now, there's no need for this." Sunblossom suggested. "I can see from your body type you are a pony of equestrian blood, which means you can be reasoned with. Just stand aside, and let us have the children. I promise you we'll make their deaths nice and quick."

A.J. just charged at Sunblossom in response, knocking her backward with a headbutt. The angry mare replied with a kick, which Applejack easily dodged, before delivering a kick to the face of her own. But Twinkler caught A.J. with a surprise hoof uppercut, sending her tumbling to the ground. The other two ponies, Bright Night and Starflash, rushed forward and began to kick the downed earth pony over and over again. Their diamond-hard hooves tore into her flesh, making the mare bleed and breaking bones.

"Aieeee!" Applejack screamed in pain, trying to shield herself from the sweetheart sister's powerful blows. "Ughhhhh..."

"Well, we certainly didn't want to do that, but a pony has to do whatever the job calls for." Bright Night sighed, as the bloody and battered earth pony passed out. "Now, before we go after those little brats, we should finish what we started, and put this little earth pony out of her misery..."

As the four mares closed in on Applejack, Leafy came running out of hiding, and jumped in over the prone form of A.J..

"No!" The little heifer cried out, trying to look menacing to the sweetheart sisters, and failing. "No hurting my friend!"

"Well, would you look at that?" Starflash smiles evilly. "One of our targets delivers herself right to us. Thank you for making our job easier, little one."

All four of the sweetheart sisters raised a hoof for the kill, and Leafy hunkered down fearfully, waiting for the end. But before any of them could strike, a magic blast shot in from the side, making the four bounty hunters jump back in shock.

"What? Who was that?!" Sunblssom asked, as they all looked around. "Who dares to attack us?"

The sweetheart sisters turned, and saw the angry form of Majesty standing nearby. The four mares tried to contain their laughter, as they stared at the teenage filly in disbelief.

"Well well well, if it isn't her royal uselessness." Twinkler chuckled. "You couldn't even keep the adult pony pals safe, what can you possibly do to stop us?"

"I'm only going to warn you once." Majesty replied coldly. "Either move away from those two, or I will end your lives where you stand."

"Ohhh, so the pretty little princess is going to hurt us?" Starflash growled. "Now, stay out of our way, or-"

It all happened at once... Majesty raced forward, her eyes blazing with a white-hot light as she raced up to Starflash. She touched her horn to the mare, who screamed as she instantly turned into a pillar of salt. Next, she zipped over to Sunblossom, who after a horn touch instantly turned into wood. Before Bright Night could even react, Majesty was on top of her, and a touch of the princess's horn turned the mare into an ice sculpture. Majesty then instantly teleported over to Twinkler, who was left to pathetically plead for her life.

"By the alicorns! How did you-?" She looked at the unicorn in terror. "No, please, don't end my life!"

"You will be the last Equestrian to threaten anybody, ever again." Majesty replied coldly, glaring down at the bounty hunter. "Your fate will serve as an example to everybody from that blasted kingdom; attack the inhabitants of Ponyland, and die."

Majesty touched his horn to the final mare, and Twinkler turned to stone. Majesty then fired a massive blast from her horn, shattering all four of the ponies-turned-statues. The princess then let out a howl of anguish, before collapsing to the ground, weeping.

After a few minutes of silence, Leafy finally opened her eyes. Seeing all the bad ponies gone, the heifer timidly walked over to the weeping unicorn mare.

"Gee, thanks for saving us, miss unicorn lady." Leafy thanked her, putting a hoof on majesty. "Ummmm, are you okay?"

Majesty's only response, was to lay there and weep in sorrow, horrified at what her anger had made the mare become.


	39. Chapter 39

Shattered!

"No...it can't be... it just can't be!" Gabby whimpered in disbelief, shaking her head. "My friends... all my friends... all gone?"

The griffin just stood there, staring into space, with her face contorted in a look of horror and disbelief in disbelief. The pony pal children were playing nearby, not comprehending or paying attention to what the adults were talking about.

"I'm so sorry, Gabrielle. We should have had better security for the festival." Nachlicht replied sadly, putting a hoof on the distraught griffin's shoulder. "All of the ponies here at Rainbow Falls, mourn for your loss."

Majesty, Nachlicht, and Gabby were at the edge of Rainbow Falls, where the two ponies tried to break the terrible news to the griffin. She had no idea what her new friends were going to tell her when the two ponies had taken her aside, but she wasn't at all prepared for the devastating news the mares had given her.

"Gabby, I'm so sorry..." Majesty stuttered, trying to apologize as the words stuck in her throat. "... I tried to save them, I really did..."

"Get away from me." The griffin hissed, pulling away from the pair of ponies.

"But, Gabby..." Nachlicht pleaded, trying to approach the grieving Gabby. " We only want to-"

"I SAID GET AWAY FROM ME!" Gabrielle shrieked, shoving the two away. "GET AWAY FORM ALL OF US!"

"Gabrielle, please..." Majesty begged. "... we tried to protect them, but-"

"You promised Gertie we'd all be safe!" Gabby shrieked, glaring at the ponies angrily, with tears streaming down her face. "You promised us we'd all be safe, and you let them get killed!"

"I tried to protect them! I really did!" Majesty argued, her guilt rising in her throat. "There was noting I could do! The sweetheart sisters tricked me!"

"I don't want to hear any more pony lies!" Gabrielle roared, zipping over towards the children, and beginning to shoo them away from the two mares. "We're going to disappear back into the forest, and you'll never find us again! I hate you damned ponies, I hate you all!"

"Aunt Gabby, wait!" Hoppy pleaded,as Gabby shoved him back into the foliage. "We don't wanna leave our new friends behind! AUNT GABBY!"

"Gabrielle, please don't do this!" Nachlicht exclaimed. "I know you're angry, but don't take the kids back into isolation! With the other adults gone, you can't raise them all by yourself!"

"It'd be better for them to grow up alone in the wilds, than to be exposed to equine trickery and deception!" Gabby cried out, as she and the children melted away into the forest. "Goodbye, Majesty! I hope we never see each other again!"

The two mares were left there alone on the edge of town, both too stunned or saddened to actually react to the tragedy that had just occurred in front of them. It was Majesty who finally spoke up, her lip trembling as she could hold back the tears no longer.

"This is all my fault." The princess whimpered, lowering her head in sorrow. "I wasn't able to protect my new friends, and then a became a monster by destroying those who destroyed them!"

"Princess, calm down. It's not your fault those assassins attacked Gertie and her friends." Nachlicht replied, trying to console the other mare. "You did your best in trying to be friends with them, you're not responsible for what those bounty hunters did!"

But Majesty was inconsolable, so guilty did she feel about what had befallen the pony pals. But if the princess was heartbroken over what had happened, her friends felt just as bad. The other three were at the Rainbow Falls cafe, staring into their cups of tea as they well all awash in despair.

"I-I can't believe they did that!" Hollywood whimpered, finally looking up to face the others. "I mean, I know monsters in Ponyland can be viscous and cruel, but how can our fellow ponies be so heartless and mean?"

"That was a cruel action they took, wither they were ponies or not, kid." Applejack muttered, barely looking up from her cup. "I had forgotten just how cruel the ponies of Equestria can be."

"This is so insane! I mean, I always heard Equestria was a friendly place!" Holly protested. "Didn't they used to celebrate the magic of friendship?"

"Equestria ain't the great nation it used ta be." A.J. grumbled. "Those ponies are nowhere near as kind and compassionate as their ancestors were."

As the two friends continued to speak, Wind Whistler was sitting there silently, trying to hold back the tears that were slowly forming in her eyes. I t was in the middle of their conversation, that Applejack finally looked over, and noticed her silent friend.

"Hey, what's the matter, kid?" Applejack asked, a look of concern on her face. "You gonna be okay?"

"It's all MY fault!" Wind Whistler burst out sobbing, finally letting the tears flow. "I was the one who had to seek out the cutiesarus, the one who had to go on an adventure! And look where it got the pony pals!" She buried her face in her hooves. "Those poor kids, there going to be all alone now, and it's all because of me."

"No it's not, Windy!" Holly protested, putting a hoof on her friend's shoulder. "It's not your fault those witches killed the pony pal adults, don't blame yourself for their wicked actions!"

"Besides, there's nothing we can do for Gertie and her friends now." A.J. added, getting up from the table. "But we can go help our friends the mountain boy ponies. They are still out there... and we can still help them find Tornado."

"The mountain boys? Of course! I had forgotten all about them!" Holly replied, jumping up from the table. "We just left them behind by that river, we have to go back and help!"

"Right, you see if you can comfort Windy here, and get her moving." Applejack replied, galloping off to find the Princess. "Meanwhile, I'll see if I can convince Majesty we can still make a difference."


	40. Chapter 40

A Real Pain in the Neck

The four ponies were on the move again.

Majesty, Hollywood, Wind Whistler, and Applejack had found a pathway through the western woods, taking them away from rainbow falls, and back towards the river where their friends had first disappeared from. Trotting along a higher path to avoid the cemetery of the ancients that had terrified them earlier. But the road back they had chosen was filled with perils all it's own, one's which the ponies simply were not ready for.

"Good grief, Majesty! This place is really, really creepy!" Hollywood exclaimed, lo0oking around at her surroundings. "Are you sure we didn't come back through the same path again!"

"Yes Holly, I'm sure we've taken a different path." Majesty replied in annoyance. "Would you please stop asking me the same question a thousand times?"

The forest around them was dark and creepy, and a foul chill filled the air. The trees around them seemed to move with s twisted life of their own, and a stale deadness filled the air all about them. All four ponies felt even more ill at ease, than they had felt in the cemetery they had passed through on the way here. And it filled the quartet with a terrible dread, even if some of them didn't want to admit it.

"Y'know, this forest looks like one of those places in horror novels... the ones where zombie ponies come out and attack the helpless, unsuspecting mares." Wind Whistler gulped. "I really, really think we get out of here... like, as fast as possible."

"Would you calm down, Windy?" Applejack snorted, looking around through the darkness nervously. "You know very well there's no such thing as zombie ponies!"

But out from the shadows, something was watching the mares as they trotted along through the dark forest, licking it's fangs as it stared at the four ponies' throats. Others of it's kind joined the creature, hiding in the tree branches, just waiting for the most opportune moment to strike.

"Hey, AJ?" Hollywood asked nervously. "Did you ever get the feeling you were being watched?"

"Aw, your just imagining things." Applejack replied. "There not gonna be ghosts, or anything spooky, coming out of the shadows."

But as the ponies came to a crossroads, Majesty stepped on something, and felt several object crunch and break beneath her hooves.

"What was that, princess?" Hollywood asked, fluttering down for a look. "Did you step on a pile of twigs?"

"Actually, no." Majesty replied, moving some leaves aside with her hoof. "It actually looks like a pile of... BONES?!"

"EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEK!"

The four mares caught sight of a pile of pony bones and skulls, and immediately all began to simultaneously scream in terror. Their shrieks were stopped by the sound of leathery wings fluttering nearby, and all four mares took a fighting stance.

"Those poor ponies!" Wind Whistler cried out. "They must have been eaten by some kind of terrible monsters!"

"Wait, look! In the trees!" Holly cried out, and she and Windy hovered above the others. "It's some kind of pony-like creature!"

"Everybody, be on guard!" majesty warned. "We're not alone out here!"

"Bones... pony-like monsters... leathery bat-wing sounds..." AJ whispered to majesty. "Princess, I'm afraid I know what we're dealing with here..."

But before she could finish, several dark shapes lunged out of the trees, flying straight towards the girls, who all scattered out of the way. The mares turned to see two flying ponies, with dark gray coats, bat-like wings, tufted ears, and cat-like vertical slits for pupils. the fanged ponies hissed at Majesty and her friends, staring at them the way a predator sizes up prey.

"Look, fresh meat..." One of the stallions hissed, baring his fangs at the mares. "... and it's still wriggling, too."

"Hmmmm, seems like a little princess and her friends, so far from home..." The other bat pony growled, noticing the small tiara Majesty had started to wear after they left Rainbow Falls. "...just the kind of beauties we can really _sink our teeth into_!"

"Ahhh, vamponies!" Hollywood shrieked, as the mares all dodged the two bat ponies' attacks. "Look out! they've come to suck our blood, and devour our flesh!"

"It's the bat ponies, descendants of the thestrals of old, who once served as the moon princess's guards!" Wind Whistler cried out, as one bat pony chased her across the sky. "Don't freak out girls, they don't have the power to turn us into vamponies with a bite, that's just superstition!"

"No, but we can still suck you all dry of blood!" One of the vamponies hissed, as six more hopped out of the bushes and attacked. "And tear the flesh from your pony bones!"

One of the bat ponies lunged at Applejack, and she kicked him away with her back legs. Another jumped straight at Hollywood, only to by blasted back by the insect pony's utter flutter. One of the bat ponies slapped Wind Whistler with his wings, knocking her two the ground. Two more vamponies jumped her, sinking their fangs into her hooves. "Aieee! Majesty, they got me!"

"That does it, nobosdy's hurtying anymore of my friends!" The princess leaped forward, firing a magic blast at one of the vamponies. Majesty's beamed sliced the vampony's head clan off, letting the headless corpse tumble to the ground. The second bat pony shrieked and flapped away, as the princess rushed to her friend's side. "Everybody, form a circle! Hollywood, knock them out of the sky with your utter flutter! Applejack, kick them over, and I'll finish the job!"

The dozen or so fanged horrors attacked, bearing their fangs at what they assumed would be four helpless victims. Each was knocked out of the sky by Holly's utter flutter, or kicked to the ground by AJ's powerful legs. Majesty then levitated a small steak and wooden mallet- tools Nachlicht had suggested she carry, due to the rumors of bat pony sightings along this path- and began to go to town on the bat ponies.

"UGGHHH!"

ACK!"

"AIEEEEEEEEE!"

"NOOOOOOO!"

*SPLAT!*

*SPLAT!*

*SPLAT!*

*SPLAT!*

The princess moved down the line, staking bat pony after bat pony, butchering them as AJ and Holly knocked them down, assembly-line style. Vampony blood splattered and spread everywhere, until only three bat ponies remained. Seeing all of their comrades slain in such a grisly fashion, they trio tired to flee. But Majesty threw up a wall of magic flame, blocking their escape from the ground, as Holly and the wounded Wind Whitley flapped overhead, preventing the vamponies from taking to the air.

"Awww, what's the matter?" Majesty asked, her eyes glowing with a white-hot rage. "Don't want to eat our flesh, and drink our blood anymore?"

"Please, spare us..." One of the bat ponies whimpered, as Majesty slowly drew nearer. "We promise we won't harm any more ponies..."

"No, you've already hurt enough ponies, the pile of bones back there is evidence of that." The mare put her hoof to her chin for a moment, contemplating her next action. "Now, let's see... you all really love devouring the blood and tissue of ponies, correct? Well now, what if I were to use my magic to drain you monsters of all your bodies's vital fluids? Now, wouldn't that be interesting? Not even a vampony could survive that!"

The three vampony stallions stood their in horror for a second, before majesty's horn began to glow, the the bat ponies fell over in pain. The princess watched coldly as the vamponies lay there, painfully screaming as their bodies dried out, becoming lifeless husks. Turning back towards the other mares, Majesty walked away from her victims without a second thought.

"Those bat ponies must've migrated up across the border from Equestria, I don't know how they got past the border forts into Ponyland." Majesty snorted. "Hollywood, tend to Wind Whistler's wounds, we need her able to fly again within the hour. Applejack, I need you to help me track down the vamponies' lair, it must be somewhere nearby." The princess said coldly. "We'll track down where these monsters came from, and eliminate the problem at the source."

Horrified at their princess's callousness, the other mares could only nod their heads in stunned silence at their princess's commands.


	41. Chapter 41

A Question of Conscience

When Queen Majesty reached that point in her narrative, suddenly dropped my levitated quill, and stared into space.

"Uh, my queen... I don't mean to interrupt you, but..." I stuttered, trying to comprehend what I had just heard. "...did you just say you and your traveling companions actually _butchered_ those bat ponies?"

"Yes Tornado, we destroyed them." Majesty sighed, reclining back on her throne wearily. "I didn't really have a choice, it was either us, or them. We had to defend ourselves from being eaten, and the only way to get them to stop attacking us, was to stop them... permanently."

"Yes, I fully understand, and approve of, slaying foes that threaten Ponyland." I agreed. "But, why slay them so brutally? Why show so much cruelty in dealing with the thestrals? Why be as viscous with them, as they have been with their pony victims?"

Upon my saying this, Queen Majesty rose from her throne, trotted down to stand beside me, while putting a hoof on my shoulder.

"Oh, Tornado, Tornado Tornado... you are so very intelligent, my good historian, but also very naive." My queen sighed again, her voice filled with a world- weariness that sounded far older than she looked. "Sometimes, when dealing with a cruel foe, one must be as cruel as your enemies, in order to send a message that it is not wise to attack Ponyland." Majesty looked away. "By destroying these bat ponies so viciously, we let the other enemies of Ponykind know that they cannot attack us in such a cruel and viscous manner."

I stare at my queen in disbelief for several minutes, trying to make sense of what I had just been told. This really didn't sound like our great monarch at all, and had me really questioning her troublesome words.

"Ummm, is that really the reason you took such a brutal measure, my queen?" I ask, pushing the issue. "Might there have been more to it than just sending a message?"

My queen looked away from her, turning the question over and over in her head for several minutes, before turning back, and replying;

"Yes Tornado, you are indeed correct. There was more to why I was so brutal with the vampire ponies." She nodded, approving of how perceptive I was. "It was also my anguish over what had happened to the pony friends, and how I had failed them."

"So... you still felt guilty over failing to protect them, then?" I replied, understanding dawning on me. "You struck out so harshly at the thestrals, because you didn't want them to harm to do to your friends, like the bounty hunters who killed the pony pals." This led me to a further disturbing thought. "That's why you deal with the enemies of Dream Valley so harshly, it's to prevent history repeating itself."

"That is only part of the story, my good historian. But there is more to it than that." The queen looked at me sadly. "This was only the first tragedy that led me down a more violent path, and made me into the monarch mare that I am today."

"Then, what was it that turned you into such a stern and ruthless ruler, great Majesty?" I asked, curiously. "What was it that turned you into the stern and... harsh ruler that you have become?"

"I believe the best way to tell you that, is to tell you what happened next." Queen Majesty looked away for a moment, trotted in a circle, and sat back down on her throne. "After we defeated those bat ponies, the girls and I continued down the path, back towards the spot where we had first lost our stallion friend. We were determined to help our stallion friends find Tornado, and the four of us were hoping to catch up with them before we started our search."

"Wait a minute, my queen. There is a question I have, from something you told me about earlier in the story." I asked, being bold enough to interrupt my queen. "Who exactly was it who ordered the Sweetheart Sister bounty hunters to attack the pony pals? Who exactly was this mysterious figure, who seemed to have it out for Ponylanders? I mean, I know Equestrians and Ponylanders don't exactly get along... okay, we are all extremely hostile towards each other... but this kind of hate is a little worse than one would usually encounter."

"The pony who did this, Tornado, was a mare more evil than you can possibly imagine." My queen shivered, as if recalling a traumatic memory. "She was a unicorn high up in the Equestrian government, who manipulated her nation into never being at peace with Ponyland. This mare had used her insanely strong magic to unnaturally extend her life by centuries, and obtained her place in the government by treachery." Majesty shook her head. "She was a powerful foe, one who gave me more trouble than any other enemy I have ever faced."

"A pony that powerful!? That sounds incredible!" I sputter out in disbelief. "But, what mare could be so incredibly powerful, that they could possibly challenge you!? I mean, you're a mare you can turn wicked ponies into pillars of salt! Even without the golden crown, what unicorn could possibly given you a run for your money?"

"Let's just say, it's a mare who had an unhealthy obsession with equality for all ponies, and the superiority of all ponies over other species." My queen replied, closing her eyes. "And she was determined and ruthless enough, that she came dangerously close to carrying out her twisted, fanatical goals."

At the mention of the words 'pony equality', I suddenly felt my blood run cold. That phrase is blasphemy here in Ponyland, and there was one powerful villain who made even the concept of equality poison in the hearts and minds of all Ponylanders, and I realized who my queen was speaking of. Levitating my quill and parchment up once more, I prepared to take down the next part of Queen Majesty's incredible tale...


	42. Chapter 42

Return to Equestria

Selenia... the capital of Equestria. The greatest city in what was considered the greatest pony nation of the face of the planet, Selenia was a bustling metropolis, filled with stores, homes, and ponies of every shape, size, color, and type. So many happy mares, stallions, and foals happily trotted along the streets, talking and chatting with one another, giving evidence of a civilization far happier and more peaceful than it's neighbor to the far north, Ponyland.

But underneath the surface of this happy and peaceful land, was a rot that threatened the peace Equestria shared with it's northern neighbor. This rot festered within the very royal palace, with a servant of the royal household who pretended love and friendship, in order to hide the darkness in her own twisted heart. but at the moment, this shadowy mare was extremely unhappy with the latest turn of events.

 _"Those stupid bounty hunters, how dare they fail me!?"_ The angry unicorn thought to herself. _"If they had not been slain by that stupid princess!_ "

She had underestimated those Ponylanders, they had proved to be far more resourceful then she had thought possible. Still, at least those stupid bounty hunters had managed to eliminate some of the pony pals before they went down. That made her mission all the more easier, as the remaining pony pals would be far easier to hunt down. But now, she had to see to eliminating that stupid little Dream Valley princess, and her annoying band of friends. They were more of a threat, than any-

"Starlight Glimmer! Where are you?" A loud voice called out, from the throne room that was adjacent to the study the mare was currently standing in. "Starlight, I summon you to my presence, at once!"

"Coming at once, your highness!" The unicorn called back, trotting into the throne room, and bowing to the alicorn who was standing there. "Princess Skyla, how may I be of service?"

The purple alicorn with a yellow and purple mane stared down at her unicorn royal advisor suspiciously, as Starlight tried to hide her duplicity behind a fake smile. The youngest daughter of Princess Cadence, Skyla was one of only three alicorns (along with her mother, Princess Cadence, and her older sister, Empress Dazzleglow) still alive in on the surface of this world. With the passing of all the other alicorns, the ponies of Equestria made Skyla their ruler. And right now, that ruler was beginning to have some suspicions about the mare before her.

"Strarlight, I've received some reports from your fellow bureaucrats, that are a bit... troubling." Trotting down from her quartz throne, the ruler of Equestria raised an eyebrow at the nervous mare. "First, this report about some unscrupulous bounty hunters being hired by _somepony_ here in the capital, to commit criminal and acts across the northern border. Then, I receive word our allies, the sirens, have captured a Ponyland stallion, and _somepony_ in my court ordered him imprisoned in the royal dungeons, without any charges or trial." She glared at the unicorn. "What do you know of these Events, Starlight?"

"Y-yes, I admit it was me. I sent the bounty hunters, and I had that Ponylander Tornado incarcerated." Starlight Glimmer confessed. "But... I did it all for the sake of Equestria! This Stallion is part of a conspiracy against our beloved kingdom, and the friendship among equines we stand for! I need more time to carry out my investigation!"

"Starlight Glimmer... being a pony from the past, I don't think you fully understand our situation with Ponyland." Princess Skyla sighed, shaking her head. "We maintain a precarious peace with the warrior ponies of the north. We and they have very different philosophies on the world, and we don't exactly see eye to eye on matters. It wouldn't take much to start a war between Equestria and the Confederacy, and both sides would suffer dearly from such a conflict."

"But my princess, those barbarians stole Equestria's northern lands, forcing us to expand farther south to compensate for the loss of territory." starlight protested. "We can't just let these enemies of friendship threaten Equestria!"

"Starlight, it is not the way of Equestria to seek out conflict. We seek to be friends with everypony, even the 'barbarian' ponies of the North." Skyla narrowed her eyes. "I hope having my mages revive you from your centuries-long slumber wasn't a mistake."

"Of course, my princess, I completely understand." Starlight Glimmer bowed, replying through clenched teeth. "I will treat the situation with Ponyland delicately, as per your command."

"Very good, Starlight, I knew I could count on you." Skyla waved a hoof dismissively. "You are dismissed."

"Thank you, Princess Skyla." Starlight Glimmer replied, bowing to the alicorn. "I live only to serve you."

 _"At least, until I can dispose of you, you royal winged bitch."_ Starlight thought to herself turning away to hide her snarl. _"Just like I got rid of Princess Twilight Sparkle, Starswirl the Stupid, and that brat Flurry Heart."_

Starlight smiled at the memory; how she had cast a spell to fake a disease on the little alicorn princess, and how Starswirl  
and Twilight had both used their magic to try and cure the sick filly. Starlight had discovered a great deal more about magic, during the time she had pretended to reform in order to become Twilight Sparkle's pupil, and she understood enough about Twilight and Starswirl's magic, to put a curse on Flurry Heart that caused a magical overload. As soon as Twilight and the old unicorn wizard's magic interacted with Flurry's, it caused a magical power surge, killing all three of them.

The death of the two alicorns and the legendary wizard had moved her closer to her goal of equine equality, but a freak accident involving a cockatrice had turned the unicorn to stone, leaving her a statue in the Equestrian royal treasury for centuries. But Princess Skyla had run across the petrified mare in the archives. Not knowing of her crimes, Skyla had restored the ancient mare, and upon learning of her being a student of the princess of friendship, gave her a position at court. Starlight Glimmer was now closer than ever to her goal of bringing true equality and justice to Equestria, but now those pesky medieval Ponylander barbarians threatened to spoil everything.

 _"Guess I'll have to deal with Princess Majesty first."_ Starlight thought to herself with a smirk. _"Well, I've dealt with alicorns before. How dangerous can one little unicorn princess be?"_


	43. Chapter 43

It's all Greek to me

Fort Rainbow dash, a glittering acropolis among the set high in the mountains. Marble columned halls that shone brightly under the sun, and beautiful statues of ponies dotting every corner of the city. Ponies wearing togas and chitons, looking like they had stepped out of the human's Greek/Roman culture. Armored earth pony hoplites and Pegasus Centurions, marched flapped around the city. And everything looked as stable and orderly as a pony community could possibly be.

As the four mares approached this marvelous city, Hollywood, Majesty, and Wind Whistler stared at everything in awe.

"Whoa, this place is sooo big!" Windy exclaimed, flapping her way across the arched bridge that led into the city. "There must be several thousand ponies living here!"

The quartet of ponies trotted through the gates, and into the main citadel. One of the sentries bowed to us respectfully as we entered;

"Hello, ladies. Welcome to Fort Rainbow Dash."

Inside, the four mares trotted past several wonders, from the citadel's great amphitheater and racetrack, the Hippodrome, to the elegant marble horsemasterist temples, and magnificent arches of the Fort Rainbow Dash aqueduct. Everything seemed so big and so grand, which impressed three of the four mares present beyond belief.

"Amazing!" Hollywood muttered in awe. "I've heard stories of Fort Rainbow Dash, but I'd never thought any herd of ponies could build some place this _big_..."

"Aww, you kids are impressed by anything these days." Applejack grumbled. Turning to see a small Dashian food vendor's stall, the hungry earth mare quickly galloped over to place an order. "Now if their Gyros and Pita pockets are as good as everybody says, then I'll actually be impressed!"

"A.J., A.J. ... Always thinking with your stomach." Majesty shook her head, as several ponies in armor came galloping up. "Oh boy, looks like we have a welcoming committee out here to greet us."

"Excuse me... are you Princess Majesty?" A mare in a Mycenaean-style dress, who was leading the procession of hoplites. When Majesty nodded her head yes, the mare bowed to her. "My name is Acheron Starshine, and we had received word of your arrival from Rainbow Falls. Our city's prince wanted me to welcome the four of you to our fair city."

"Y-your prince?! Tux n' Tails?!" Majesty stuttered out, trying desperately to keep her composure. "Is he here?! Where is he?! Oh no, my mane is a mess!"

"Well, I can see you'll be happy to see him again." Starshine replied with some amusement. "Now, if you and your party would care to follow me, I'll guide you to the Rainbow Crystal Castle."

"Oh-okay..." Majesty replied dreamily, practically floating along after Starshine and her guards. Wind Whistler hopped along happily after the group, while Hollywood looked back towards Applejack.

"Hey, A.J.!" Holly called out. "Could you stop stuffing your face long enough to keep up with us?"

"Mmmph?" A.J. asked, shoving her third Gyro into her mouth, before galloping to catch up with the others. "Sorry girls, I was just having an extra bite to eat, let's go!"

As the four trotted their way towards the royal palace, they passed the coliseum. Hearing several noises coming from inside, the four mares looked in through one of the window, and saw two teams kicking a ball back and forth across open turf, each trying to hit the ball into the opposite team's net.

"Oh, that must be Fort Dash's hoofball team." Hollywood noted, as they continued on their trek to the palace. "I guess their practicing for the Ponyland games."

"In Dream Valley, we call the sport soccer." Wind Whistler added. "But yeah, those mares really seem to be pr acting hard for the upcoming competition."

"One thing I never got." Applejack asked. "Why do only girls compete in the games, or on the professional teams? I've seen a lot of stallions who are really good players."

"Hey, you know we work hard to maintain gender norms here in Ponyland; even we practice that in Flutter Valley." Hollywood added. "Stallions have sports like gridiron hoofball, and weight lifting."

"I guess that's a good thing."Applejack sighed. "We wouldn't want to be like Equestria, after all."

The group of ponies entered the royal palace, and trotted their way towards the throne room. There, Prince Tux n' tails was seated upon a throne, and turned to greet the newcomers.

"Ahhh, Majesty, so good to see you and your friends." The prince smiled, trotting down from his throne. "Since my mother, the citadel Margrave, is currently away, I will have to welcome you all to our fair city."

"Whoa, he's not half bad!" Applejack whispered, taking notice of a stallion for the first time on their journey. "No wonder Majesty likes him so much!"

"I'll say!" Hollywood agreed, staring at the stallion intently. "He makes the mountain boy ponies look like mules!"

"Ohhh, what a cutie!" Wind Whistler whistled at him. "I really hope Majesty doesn't want him, I'll be happy to personally show the prince a good time!"

"I...uhhh... duhhhhh..." Majesty stuttered, her brain broke again. As Tux approached her, Majesty gave out a goofy giggle. "Tee hee hee."

"Princess,we are well aware of your quest to rescue the mountain boy pony, that has brought you to these lands." Prince Tux offered, tenderly kissing her hoof. "If there is anything I can do to help you and your friends, please let me know."

At that moment, Majesty's horn and eyes suddenly lit up, and a powerful surge burst out. Every window in the throne room suddenly exploded, and all the ponies in the room were sent floating in the air.

"What the hay happened?!" Applejack cried in panic.

"We're flying... without our wings..." Holly muttered in shock.

"Whee, this is fun!" Wind Whistler giggled, doing the backstroke through the air.

"My word, Majesty!" The prince asked, floating by the shocked princess. "Did you do this, with your magic?"

"Oh dear, not again..." Majesty moaned, covering her eyes with her hooves. "I can't believe it happened again!"

And at that moment, Majesty wished she could crawl away into a hole somewhere, and die of embarrassment...


	44. Chapter 44

Ponies partake in Pita Pockets

"Wow, I don't believe it!" Wind Whistler exclaimed, looking around in Awe. "Who knew Fort Rainbow Dash was sooo cool?"

While Princess Majesty went to the rainbow crystal castle to speak with the Royal Family, her friends wandered around the marketplace, taking in the sights and sounds. Merchant's tables lined the agora, where every type of fruit and vegetable was being sold. a small group of minstrels, playing on lutes, lyres, and pan pipes turned out a very exotic tune, while at the other end of the square, an pony philosopher wearing a toga was giving a lecture on ethics to a small crowd that had gathered. To the three amazed mares, it was like they had stepped into another world.

"Hey, since we can't do anything else productive why don't we check out the clothing first?" Hollywood suggested, pointing a hoof towards a dress stall. "I always wanted to buy an authentic Fort Rainbow Dash _khitōn._ "

"Nah, I have enough dresses back home, I think I'll pass." Wind Whistler replied, nodding over the philosopher pony. "I think I'd, like, so totally like to listen to what this smart guy has to say. My mom, like, says I don't spend enough time thinking... though I don't know why I should, it sooo totally makes my head hurt."

"Well then, you two go waste your time, it's not like we have some stallion friends who could really use our help or anything!" Applejack grumbled, watching the other mares go. "I'll just head over to this food stand here, and get myself a bite to eat!"

As she approached the small lunch kart, the stallion chef in an apron smiled at the A.J. "Good afternoon, my lady. And what can I get you to eat this fine afternoon?"

"Well, I've always had an idea for something I wanted to try, if I ever came to Fort Rainbow Dash." She looked at the stallion hopefully. "Do you think you could prepare some apple-pita pockets and gyros for me?"

"My lady, I have never tried to make either of those before." He smiled, pulling out some gyro and pita wraps. ""How many can you eat?"

Applejack merely smiled in response. "How many can you make?"

Meanwhile, over at the dress stall, several stallions had taken note, of the attractive flutter pony trying on _khitōns_.

"Okay boys, question time!" She asked, a smile on her face. "What do you think of this blue one?"

"Tighter, go for a tighter one!" One of the stallions called out. "One that shows off the lines of your flank better!"

"No, the shorter one!" Another stallion threw in. "One that reveals your whole flank!"

As the stallions started arguing over which _khitōn_ made her look prettier, Holly merely shook her head in frustration.

"Stallion cat calls." She sighed. "Not the best way to choose a dress."

Meanwhile, Wind Whistler was sitting behind the crowd of intellectual ponies, listening to the philosopher pony drone on and on.

"And so, yesterday is gone, and tomorrow is yet to come." The philosopher pony stated, stroking his beard. "But who is to say yesterday is not still with us, while the shadows of tomorrow haunt our fears of the future?"

"Ohhhh, I don't understand any of this!" Windy whined, clutching her temples with her hooves. "All his talkign is making my head hurt!"

"Shhhhhhh!" One of the mares in the crowed shushed the Pegasus in annoyance. "please try to keep it down, the rest of us are trying to listen to what he has to say!"

"Grrrr, That does it! I'll make myself smart enough to understand complicated stuff like this!" Wind Whistler snapped, as she flapped away in anger. "No matter what it takes, I swear by B'zekre herself that I will become the smartest pony of all! Then nobody will ever shush me again!" Windy glared back at the assembled ponies, as the philosopher was wrapping up his lecture, and his devoted listeners were applauding. "I'll get so smart, they'll be coming to ME to get up, and say smart stuff that doesn't make any sense! And I'll, like, be so smart, that nobody will will totally be able to understand what I am saying!"

And back at the lunch kart, Applejack had just spent the last half- hour stuffing her face with apple-filled pita pockets and gyros. The mare groaned as she stuffed another one in, looking like she was ready to fall over.

"Uhhhh, my lady, you've eaten your thirtieth gyro, and your twentieth pita pocket." The stallion kart owner warned. "Don't you think you've had enough?"

"NO! So good! So good!" she cried out, stuffing another pita pocket down her gullet. "Must have more! Here's to gluttony!"

When all three mares met up in the center of the agora again, they found a flutter in a long and baggy _khitōn_ that didn't look good on her at all, a confused Pegasus with a killer headache, and an earth pony who looked like she was going to be sick.

"Well, I can see we've all had a wonderful day." Hollywood snorted, rolling her eyes. "Well, we still have some time to kill. You girls want to go to the hippodrome, and watch the Fort Rainbow Dash chariot races? Doesn't that sound like fun?"

"Oh, yeah! That would be a total blast!" Wind Whistler squealed in delight. "All those studly and sweaty stallions, racing around that track, in heated life or death combat! Doesn't that, like, sound totally fun?"

"Yeah, I can't think of anything I'd love to do more right now! What about you, A.J.?" When she didn't get a response, the flutter pony looked back at her friend. "Uhhh, Applejack? Why are you turning green?"

"Yeah, A.J.! You don't look so hot!" Wind Whistler agreed. "Are you, like, going to be totally okay?"

The sick earth pony stared at both of her friends, a pained expression on her face, then opened her mouth, and gave the one response any mare who had eaten over a hundred pita pockets and gyros would give;

"BAAAAAAAARRRRRFFFFFFFFF!"


	45. Chapter 45

Conspiracy Theories

Majesty trotted along silently beside prince Tux, who was giving her a tour of the grand hall of the rainbow crystal castle. The unicorn mare listened to the young stallion intently, trying to ignore how extremely close the two ponies were standing next to each other.

"And this mural depicts the third battle of Saddleshire, the final skirmish in the second great Equinian war." Tux n' tails explained, pointing a hoof at a gargantuan painting. "It was hoof-painted in the late ponyissance style, using a combination of different brush stroke techniques."

"That's really amazing, Tux. I cant' believe how glorious this art makes something like a battle look." Majesty replied, admiring the incredible artwork. "Wasn't the equine wars an epic conflict between the ponies of Equestria, and the Ponyland Confederacy centuries ago?"

"Yes, that's correct." Prince Tux replied. "as you know, the ponies of Equestria claim they are the descendants of the ancients, and that Ponyland was actually stolen from them by our ancestors. These wars were an attempt to reconquer Ponyland, and they were brutal and costly for both sides."

"But... haven't we always at least gotten along with the Equestrians?" Majesty asked curiously. "Why would they go to war with us over something so... flippant?"

"I don't know, majesty, but I don't think they started the war of their own accord." The prince replied, lookign back up at the ponies fighting on the mural. "I feel there was something else, some... other source... that pushed them into war. An unseen force that I feel, even now, makes enemies of ponies would otherwise at least be our allies, if not our friends."

"Really? You think some hidden enemy manipulated the Equestrians into attacking us? And that enemy is still around now?" Majesty stifled an incredulous laugh. "Don't you think that sounds a little... farfetched?"

"Not as farfetched as some of the reports I've been hearing." the prince replied, as they trotted down the hallway. "Unprovoked attacks on Ponylanders along the Equestria-Ponyland border, Ponyland ambassadors being kicked out of the Equestrian capital. Some of these strange occurrences, I believe, can be traced back to some mysterious manipulator in the Equestrian Government itself."

"A manipulator? Really?" Majesty asked, her voice twinged with skepticism. "I mean, don't you think it could just be Official Equestrian policy to be hostile to the Ponyland Federation? They hate us for being bloodthristy, violent warriors who despise friendship, and we think they a bunch of over-sensitive piles of slush, who whine too much about feelings and equality. It's natural we'd hate each other's guts!"

"No, I don't believe so." Tux n' Tails replied with certainty. "Despite popular belief here in Ponyland, Equestrians are not evil, nor do they blindly hate modern Ponylanders for old grudges and feuds."

"So, you believe that is why they've kidnapped my two stallion friends, murdered several of the pony friends, and caused all of these problems between the two countries." Majesty nodded in understanding. "While it does sounds like a really out-there idea, it would explain a lot of the things that have been going on ever since I left Dream Valley. I now know I've got to get to Equestria, and get to the bottom of this mess!"

"That reminds me of something I wanted to ask you since you first arrived, Princess Majesty." Tux replied. "Why did you leave Dream Valley in the first place? It seems quite dangerous for a few mares to be out, wandering the wilds of Ponyland all by themselves, with no guards or weapons."

"Oh, I had a disagreement with my mother. I got so sick of her lack of empathy and caring." Majesty sighed. "I had to get out of there, before she and my nanny turned me into a heartless witch, too."

"Really? I've always heard that your mother is one of the kindest and most compassionate rulers in Ponyland." Tux 'n Tails replied in surprise. "Other Ponyland leaders, including my mother, think she is way too soft."

"Too soft?!" Majesty asked incredulously. "Tux, she turns goblins who attack Dream Castle into pillars of salt. She used magic to make a rampaging dragon eat himself from the tail upwards." Majesty shook her head. "My mother is many things, but kind or compassionate is not among them."

"Do you know what those monsters would have done to your kingdom if your mother hadn't done something about them?" The prince pointed out. "And believe me, the other Ponyland monarchs would have made those monsters suffer horribly before they died. You mom always advocates showing mercy to the monsters, something that the rest rest of Ponyland whispers about behind her back."

"So she's compassionate to her enemies... I really wish she had shown me some of that compassion when I was growing up." Majesty sighed. "Look, Tux? Could we please stop talking about my mom and politics for awhile? How have you been, since you last visited Dream Castle? I haven't seen you in ages!"

"Oh, I've been all right, I suppose." The prince replied with a smile. "I've been working on my knight training these past few months, picking up swordplay and combat lessons from my instructors." The stallion shrugged. "While my skills with a lance needs some work, I think I've gotten far better at hoof-to-hoof combat."

"I'm glad you work so hard at your training, Tux. Ponyland needs strong warriors like you to defend it." She smiled at him. "I just wish I was better at controlling my magic in combat, I think I take my attacks too far sometimes..."

"I heard about what happened with you and those bounty hunters, Majesty." Tux reassured her. "That wasn't your fault. Anyone would have been enraged at what they did to your friends."

"But I don't want to end up a heartless monster!" Majesty protested. "There has to be a better way to deal with villains, there just has to be..."

"I'm sure you'll figure this out, Majesty. You're a very smart princess... and very strong." Tux 'n Tails nuzzled her. "I believe you will not become a shadow of your mother, but you will become your own pony."


	46. Chapter 46

Forward to Equestria!

After she had gotten finished speaking with prince Tux, princess Majesty galloped back to her friends, to deliver the exciting news.

"Guess what, everybody?" She declared, a great big smile on her face. "Your never going to believe this, but we're going to Equestria to rescue Tornado!"

"That's great, Majesty!" Hollywood replied, before considering. "But, uhhhh, how are we going there?"

"Yeah, there's no way we could just trot over the border, or take a carriage or air chariot through." Applejack pointed out. "So how are we going to get inside Equestria?"

"Actually, Prince Tux 'n Tails actually took care of that problem." Majesty motioned for the other mares to follow her, leading them down into the docks below the castle. "And my handsome prince has made sure that we'll be traveling there in style!"

The ponies entered the large hangar bay, and found themselves staring in awe at a relic from another time. It was an old pony Airship, clearly from the days before the Grogar Wars, that had been primed and ready to fly. Prince Tux saw the approaching mares, and rushed out of the gondola to greet them.

"This old beauty is from the time of the ancients, and has been lovingly preserved by the noble families of Fort Rainbow Dash." The stallion explained, as the mares all trotted up the gangplank. "Trust me, it'll get us there and back, without the Equestrian Ponies even noticing our presence."

As soon as all of the ponies were aboard, Prince Tux ordered the small gondola crew to shove off. the airship slowly sailed out of the hangar, and took to the skies, leaving the distant ground father and farther below.

The giant airship glided through the clouds, silently moving from the skies of Ponyland, to the skies of Equestria. Covered with spells that shielded the vessel from detection, it carefully avoided the known routes of Equestrian Pegasus patrols. On the ships deck, the group of ponies who had departed Fort Rainbow Dash watched the skyline with some level of anxiety. At any moment, their little group could be detected by the Equestrian military forces, and the rescue they were attempting would most definitely be all over.

"Wow, I really can't believe how far we're making it on this airship, without being seen." Hollywood muttered with awe, looking down at the clouds passing below them. "As amazing as airship travel is, it makes me wonder why we still don't use airships in Ponyland."

"Unfortunately, airships are now obsolete in Fort Rainbow Dash." Tux 'n Tails sighed, as he looked over the railing himself. "The proliferation of evil dragons, along with other hostile flying creatures, has rendered travel by airship far too dangerous to even attempt in the Ponyland's airspace."

"Yeah, it's really, really dangerous in the skies over Ponyland." Wind Whistler agreed. "The big and mean beasts attack anything bigger than a Pegasus!"

"Yeah, but airships fly through the skies of Equestria all the time." Applejack pointed out, realizing what the prince was up to. "So we should go entirely unnoticed by the authorities, and be able to slip right in, without any trouble."

"That's the idea, and I think it's a brilliant plan Prince Tux came up with." Majesty laughed, gazing out at the open skies. "I'm sure it will be all smooth sailing from here..."

...

Deep in the Dungeons of Selenia, The mountain boy stallion known as Tornado sat in a dark and dingy cell. He had lost track of how many days he had been here, as time seemed to blend together in his dark prison with so little light. Large scars covered his back- physical souvenirs of the torture he had received from his unicorn captor. And just now, he could hear that very same mare trotting down the steps to his cell, her angry steps telling him she had come to deliver another round of terrible, excruciating pain.

"What do you want this time?" Tornado's dry throat rasped out, as he stared at Starlight Glimmer's shadowy form through blurry eyes. "I already told you, I don't know any Ponyland Military secrets, and I'm certainly no spy."

"Oh, this isn't about getting information from you anymore, you stupid stallion." The unicorn hissed, glaring at the earth pony darkly. "Now, you're goign to serve as bait."

"Bait? For who?" Tornado asked, confused. "What the heck are you talking about?"

"Princess Majesty is leading a rescue mission down here to save you, though I can't for the life of me understand why." Starlight Glimmer snorted, regarding the stallion with contempt. "That mare is far too much of a threat to everything I've built in New Equestria. You are now the perfect tool to lure her into my trap, so I can eliminate the spoiled princess of Dream Valley once and for all."

"Then you are indeed a fool, Starlight Glimmer." Tornado rasped out, trying to stand up, and face his tormentor and captor. "The guards who have been bringing me food, told me about those bounty hunters you sent after the pony pals, and what happened to them. Princess Majesty is the most powerful pony to ever live in any generation. More Powerful than Celestia, or Luna, or Twilight Sparkle, or even you, Starlight Glimmer. If she is on her way here, then you are going to die a horrible, painful death." The stallion , weakened from weeks of Starlight's torture, struggled to stand as her glared into her eyes. "Majesty will kill you, Starlight Glimmer, and there's nothing you can do to stop it. And for that, I greatly pity you."

"You think a measly little Ponyland unicorn can stand up to me?!" The enraged Starlight snorted angrily, as her horn charged up with magic. "Then let me show you what I am truly capable of, fool!"

Starlight glimmer fired a powerful lightning bolt at Tornado, sending painful waves of electricity shot through the screaming stallion's body. Starlight smiled in sadistic satisfaction, as the earth pony rolled on the floor in terrible agony. Outside of the cell, the Equestrian royal guards tried to ignore the horrifying screams of agony, and the smell of roasted pony flesh that filled the air of the dungeon. They told themselves it was all for the good of Equestria, and went about with their normal patrols and routines, as if everything was perfectly normal...


	47. Chapter 47

Pony Rescue!

As the airship moved deeper into Equestrian territory, the ponies aboard began to see other airships moving around on the horizon. The crew stealthily maneuvered through the clouds, avoiding any contact with equestrian forces, making their way towards the capital. But as Tux and Majesty watched out one of the portholes, they noticed a team of blue-uniformed Pegasus flew towards the airship in a "V" formation.

"Uh oh," The prince muttered nervously. "I think we've drawn some unwanted attention!"

The Pegasus flew up alongside the airship, giving the ponies aboard a good look at the Equestrians who were intercepting them. Applejack's eyes went wide, as she recognized their pursuers.

"Oh, horseapples!" The grumpy earth pony declared. "It's the wonderbolts!"

"The elite fliers of Equestria? Oh dear." Wind Whistler lamented. "They must think we look suspicious, or something!"

"Everyone stay calm!" Tux reassured them, looking out the window. "They can't possibly know who we are. All I have to do is convince them we're visiting tourists, and-"

"Attention Ponyland airship, surrender now, and prepare to me boarded!" The mare who lead the squadron called out. "We know you have princess Majesty of Dream Valley aboard. Hand her over, and the rest of you may leave our airspace freely."

"They must have figured out who we are, somehow." Applejack whinnyed, clear nervousness and anxiety in her voice. "Oh, we're gonners for sure, now!"

"Oh on, ya don't! You're not taking our friend that easily!" Wind Whistler snorted, galloping over to the cargo door. "Come on, Hollywood! Let's show these meanies who's boss!"

"Right behind you!" The flutter pony replied, as she followed Windy towards the door. "Majesty. we'll hold these creeps off, while you go to rescue Tornado! Now, hurry!"

"Windy, Holly, wait!" Majesty called out, galloping over to the door. But the two were already gone, and all the unicorn could do was shut the door with her magic.

"Don't worry, Princess! I'm sure they'll be all right." Tux reassured her. Looking down at his map, the stallion stared out the ship's bottom view port for a moment, staring intently towards the ground, before declaring; "Helmsman, bring us to a full stop." Tux 'n Tails turned back towards Applejack and Majesty. "This looks like the area my intelligence reports say Equestria has it's dungeon for political prisoners. My guess is, you'll find your friend down there."

"Thank you, Tux, for everything." She smiled at the prince, rubbing a hoof across his cheek tenderly. "Now, please go back and help our two flying friends, if you can."

"Be careful out there, princess." The stallion replied, giving her a wink. "We'll be back for the two of you as soon as we can!"

The two mares slid down the rope, and landed on the roof of the building. Sirens were blaring all around them, as A.J. and the princess galloped over towards a rooftop door.

"This is insane! How did they figure out we were coming to rescue Tornado?" Majesty asked, as they flung open the door, and galloped down the stairs. "We didn't let anybody know we were coming here!"

"Oh, these Equestrians have their ways." A.J., replied, as they descended the stairs to the top floor. "They may not have all of the powerful magical artifacts Equestria has, but they sure make up for it with the powerful unicorn spell casters they raise and train here."

The two ponies raced down through the building, passing row after row of ponies who were locked away in barred cells. The prisoners cried out to the two mares as they glanced into each cell, their voices desperate and weak.

"Please, help us..."

"We're trapped here, and we didn't do anything wrong..."

"Please, free us, before that horrible mare comes back!"

"Princess, we can't just leave them here." Applejack pointed out, all of the sad faces and mournful pleas getting to her. "If they locked Tornado up, chances are these other ponies don't deserve to be here, either!"

"Oh, I have a plan to free them, A.J.." Majesty replied, picking up the pace of her gallop. "But we have to find Tornado, first!"

The two mares finally reached the bottom floor, where they finally found the battered and bruised form of Tornado. Majesty used her magic to open the lock, and the rushed in the help the dearly-dead Mountain boy pony.

"Tornado, what have they done to you?" Applejack muttered in shock, as she and Majesty helped him stand, and guided him towards the entrance of the cell. "We've got to get you out of here, right now!"

"You- you shouldn't have come..." The stallion muttered weakly, as the carried him out through the cell door with their front hooves. "A-a trap..."

Just then, a bright light suddenly filled the darkness, and the three ponies found themselves in front of an angry-looking unicorn mare... and about a hundred Equestrian guards, all pointing their spears at the two ponies.

"Well well well, it looks like my trap worked." The pink unicorn smiled darkly, glaring at Majesty. "And I've caught one of the most valuable prizes in Ponyland!"

"YOU!" Applejack exclaimed, staring at Starlight in horror. "I know you from somewhere! I don't remember how, but I know you!"

"WHAT, APPLEJACK!?" Starlight shrieked, turning white as a ghost. "Y-you can't be alive! How did you survive all these centuries?!"

"Applejack, do oyu know this mare?" Majesty asked, looking at her friend. "Is she someone you've met before?"

"I-I think so, your highness, I just can't remember where..." A.J. looked back at Starlight, and snarled. "But I do remember that she is a really rotten apple, and she'll betray and hurt anypony who gets in her way!"

"You don't remember? Hm, so you're not the original Applejack." Starlight glimmer chuckled. "Well, no matter. You're still going to die beside your princess anyway, and two of my last obstacles to true pony equality will be gone forever."

"You may think you have us, witch." Majesty grinned, narrowing her eyes at starlight. "But I still have one last trick up my sleeve."

The princess's horn began to glow, he magic radiating throughout the building. Then suddenly, all of the locks on the cells of all Starlight's other prisoners clicked, and all of the cell doors in the building swung open. and all of those angry prisoner ponies who wanted revenge on Starlight and her guards were suddenly _free_...


	48. Chapter 48

Duel in the skies!

In the skies over Equestria, a battle of ponies raged! The Wonderbolts zoomed through the sky, zipping all around, and trying to outmaneuver the Pegasus and Flutter pony that they were chasing. Wind Whistler and Hollywood danced through the sky, avoiding their attackers with graceful swoops and dodges.

"Careful, Holly!" Windy called out, doing a barrel roll to avoid a thrown Pegasus spear. "These guys have really good aim, and if they hit us, we're goners!"

"Ahhh, I'm trying!" Holly cried out, as she swung around in a loop to avoid a barrage of arrows. "We gotta take these creeps out, fast! Before they can pin us to the wall!"

Windy look over at her friend, and nodded. The two winged ponies them flew in separate directions, causing the Wonderbolts to split up into teams of six, and go after each of the two equines. Each mare led part of the squadron away, dividing their numbers up, so that they would be easier to conquer.

Wind Whistler dove and spun around the sky, avoiding arrow shots, and making faces at her pursuers. This only served to infuriate the Wonderbolts, who got angrier and angrier at her antics.

"Nyah Nyah!" Windy mocked, sticking her tongue out. "Bet you dweebs can't catch me!"

"Get back here, you little brat!" One of the Wonderbolts yelled at her in anger. "When we catch you, we're going to lock you up, and throw away the key!"

The Blue Pegasus led them on a merry chase for several miles, before the mare turned around, and let out a loud, boisterous whistle that terribly hurt the weonderbolt's ears.

"TWWEEEEEEEEEEET!"

As the other ponies covered their ears with their hooves in pain, Wind Whistler immediately zipped over, kicking four of the Wonderbolts, and knocking them out of the sky. As two other Pegasus took aim with their bows, Windy flew in between the two of them, and when they both fired simultaneously, she dove out of the way of the arrows. The two Pegasus's shots hit each other, and both Wonderbolts were sent tumbling out of the sky.

"Hah! Take that!" Windy called out. "A taste of your own medicine, you big creeps!"

Meanwhile, Hollywood was dodging her own blows and shots, but was doing a much better job of staying ahead of her Pegasus pursuers. The chase had gone on for several miles, and the Wonderbolts were beginning to tire out.

"Damn, that flutter is fast!" One of the Pegasus gasped out. "If we don't take her out fast, we'll never catch her!"

"Don't worry." The other Pegasus replied, taking aim with a strange canon. "I've got this."

The Wonderbolt opened fire, and some kind of sticky goo fired out of the small canon, and splattered all over Holly's wings. The Flutter pony was greatly slowed down, as she tried to get the gunk off of her wings.

"Oh, great," She muttered. "Those Equestrian goons got my wings all sticky!"

"Hah! We got her now!" One of the other Wonderbolts boasted."Move around to either side, and we'll get her."

As the Pegasus closed in the the flutter pony, a gleam of anger and defiance appeared in her eyes. Suddenly, Hollywood began to vibrate her wings, slowly at first, then faster and faster. The rapid movements slowly began to peel the sticky ooze off of her wings, then it began to create a small, but strong, breeze.

"W-what's happening?" One of the wonderbolt's asked nervously. "What is she doing?"

"Uh oh," Another replied, her eyes goign wide. "I think we're in for it now!"

"You bozos are going to get it now!" Holly snorted, finally gettign the last of the gunk off of her wings. "SHIFT TO UTTER FLUTTER!"

Hollywood's wings began to flutter rapidly, creating a powerful blast of wind, that struck the Wonderbolts full force. The sheer power of the mighty attack mighty attack sent all six of the Pegasus spinning helplessly out of control across the Equestrian sky, leaving the victorious Holly the lone pony in the skies.

"Ha! That's what you get for trying to gum up my wings!" The flutter pony laughed. "Now, I'd better get back to the airship, and make sure the others are all right!"

As the Flutter Pony whizzed back, she met up with Wind Whistler in the sky. Both ponies noticed the airship off in the distance, with the remaining Wonderbolts swarming all around the ship.

"Oh dear, it looks like Tux really has his hooves full over there." Wind Whistler sighed, looking over to her friend. "I think we had better get over there, and lend him a helping hoof."

"Yeah, I suppose so." Hollywood laughed, shaking her head. "I guess stallions really are incapable of doing anything on their own competently."

The two mares raced towards the airship, hurrying to help the earth pony prince. When the two got close, they noticed the airship crew was firing away at the Wonderbolts, with the ship's canon's trying to hold the Pegasus attackers at bay. Every time a Wonderbolt would spread their wings and make a pass at the vessel, a shot from the battery of canons would either drive the attacker back, or blow them out of the sky. Holly and Windy dove straight into the fray, swooping and diving around to distract the Wonderbolts, while a string of cannonballs from the airship picked of the Pegasus one by one. Finally, the last Wonderbolt was knocked out of the clouds, and the two mares flew towards Tux 'n Tail's airship.

"I have a feeling Majesty probably ordered Tux to leave her and Applejack off at the prison complex, then told him to take the ship and flee." Hollywood noted. "Once we get aboard, we need to get Tux to go back and pick up the two mares and Tornado."

"Awww, I'm not worried about them, those three can handle anything." Wind whistler waved a hoof dismissively. "With Princess Majesty leading them, there's no way those ponies can lose!"


	49. Chapter 49

Final Showdown

"Guards, take down the earth pony." Starlight Glimmer smiled darkly. "The Unicorn is mine."

The equestrian ponies assaulted the earth mare, only to be powerfully kicked away back Applejack back legs. the farm pony bit, kicked, and pounded on the guards, knocking several of them around, much to the trained soldiers' utter shock.

"This mare, she fights like a wildcat!" One of the guards cried out, as the stallion next to her was sent flying by a back kick. "Everpony, pile on her at once! We might be able to overpower her that way!"

The rest of the guards followed her lead, and Applejack vanished under a heavy pile of mare and stallion guards. The pony guards clamped down, trying to trap the earth pony under their great weight. But after only a few minutes, A.J. exploded from the bottom of the pile, sending the Equestrian guards flying in every direction.

"There's no WAY I'm going to get stuck under all of you bozos!" Applejack declared, knocking the last few guards off of herself. "It's gonna take a whole lot more muscle than that to stop a big n' strong apple buckin' mare like me!"

But just then, more guard reinforcements arrived. And A.J. suddenly found herself in for the fight of her life. The Equestrian soldiers quickly poured in, as Applejack just as quickly swatted them away. Meanwhile, Majesty faced down the other unicorn, who looked as if she was eager for a fight.

"Trust me, you really don't want to do this." The princess warned, as the two mares began circling each other. "You have no idea what you're up against!"

"Oh, this is exactly what I want!" The pink mare snarled, stamping her hoof. "You and your entire royal family have stood in the way of pony equality for centuries! It's goign to be a great pleasure wiping you off of the face of this world!"

"I know who you are." Majesty narrowed her eyes. "You're Starlight Glimmer, the traitor who led to the death of Twilight Sparkle. You are responsible for many of the atrocities that helped bring down the ancients."

"The 'ancients' perished because they refused to see how destructive things like cutie marks and special talents actually are." Starlight growled. "Uniqueness is noninclusive and oppressive. If true equality is be be achieved, anything that makes one pony different from another must be completely eliminated!"

"Ponies like you are so pathetic, and I feel so sorry for you" Majesty spat angrily. "You talk about equality, but the way you bully ponies and force them to accept your philosophy... _that_ is a form of oppression in itself."

"ARGRAAAAH!" Starlight screamed, blasting the princess with a powerful burst of magic. Majesty blocked the blast with an energy shield. Majesty then returned the blast, which was in turn blocked by Starlight's magical shield. The pink unicorn shot an ice blast from her horn, trying to freeze the princess in her tracks. But Majesty hit the magic beam with a fire blast, melting the ice blast to steam. The princess then turned the floor beneath Starlight into quicksand, and Starlight glimmer's hooves sank into the floor.

"Huh, looks like you're a little stuck." Majesty chuckled, shaking her head. "Maybe you should give up, before the bottom is dropping out from beneath you."

The pink unicorn shrieked, exploding out of the floor in anger. Starlight fired a lightning blast at the princess, who covered herself in a magic stone skin, which protected her from being electrocuted. Majesty then blasted Starlight with a gale force wind, which slammed the pink unicorn back against the wall. Picking herself back up, Starlight then flew into a berserk rage.

"THAT DOES IT!" the pink unicorn shrieked. Casting a spell, Starlight turned herself into a tigress, and leapt straight at Majesty's throat. The princess countered by turning herself into a lioness, and slashing the tigress across the face. The two big cats clawed and slashed away at each other, until Starlight turned herself into an anaconda, and tried to constrict around Majesty's body. Struggling against her slithering opponent, the princess turned herself into a crocodile, and bit down hard on Starlight's body with her sharp teeth. Both ponies returned to their natural shapes, and continued to their epic battle.

The two unicorns hurled powerful spell after powerful spell at each other. Lightning bolts and flaming spheres flew back and forth, and both mares launched powerful shock waves at each other, that blew the windows of the building out. Majesty pounded Starlight with small comets, while the pink unicorn slammed a small meteor down upon the princess's head. The two mares then concentrated all of their energy into two powerful magical blasts, launching them at each other simultaneously. the two beams met into the middle, smashing into each other with a powerful explosion. the two beams wavered back and forth, as the struggle became a battle of wills.

"This is not possible!" Starlight Wailed, shocked Majesty could match her power. "How can oyu stand up to me?! My magic is more powerful than an alicorn!"

"You are powerful, Starlight. I'll give you that. But you've never faced an opponent like me." Majesty replied, a snarl on her face. "You know, I've always held back, not wanting to be a heartless monster like my mother. But now I realize... it takes a monster, to defeat a demon like YOU!"

With a burst of rage, the princess pushed back agaisnt Starlight's magic beam, finally overwhelming the pink unicorn. Starlight Glimmer was hit by the full force of Majesty's magical blast, which ripped away her skin, flesh, and bone. The pink unicorn let out a death howl, as her body was disintegrated. The exhausted Majesty tottered, and collapsed to the floor.

"Princess Majesty!" Applejack cried out, causing all of her attackers to stop, and stare. It was at that moment, that several more royal guards came pouring into the room... followed by the regal and noble Queen Skyla to come flapping into the room.

"What is the meaning of this?" The alicorn who ruled Equestria demanded. "What is going on here?"

"Your royal highness." Applejack trotted up to the surprised alicorn, and bowed. "I'm sorry about all of this, but when princess Majesty over there wakes up, I think she can explain all of this..."


	50. Chapter 50

Conclusion

"And so you see, your highness, this is what had happened." Majesty explained, as she and the other ponies stood before Queen Skyla's throne. "We only came down here, to rescue our friend from Starlight Glimmer's tyranny. We never meant to attack your kingdom, or your soldiers."

"I completely understand, great queen." Skyla replied, nodding. "And do not worry, the troops and Wonderbolts your group attacked were all part of Starlight Glimmer's corrupt personal forces. I shall launch in investigation into Starlight's activities in the government, and begin to make arrests, immediately."

"Thank you so much, princess." Hollywood smiled, bowing to the monarch. "Hopefully, this will lead to Equestria being a more friendly nation to Ponyland and it's ponies in the future."

Behind them, the guards had just brought Tornado back up to the rest of the group, after he had been cleaned up and healed of his wounds. Wind Whistler was saying her goodbyes to the stallion, while the others all talked to the queen.

"Gee, Tornado! I think it's really awesome that you've gotten better!" The blue Pegasus exclaimed. "I'm just so sad that mean old unicorn hurt you so bad!"

"I'm just glad you and the others were able to save me." Tornado replied, lookign down at the scars on his side. "I'm so glad I was able to have such amazing adventures with you ladies. I'll be sure to tell the other mountain boy ponies you said hello when I get back home."

At that moment, Applejack approached the throne, and bowed to Skyla.

"Thank you for your hospitality, your highness." A.J. bowed humbly. "And it's really nice of you to take all of us home by airship, too."

"Nonsense, after all you ponies have been through because of Starlight's treachery, all of you deserve a trip back home." Skyla smiled. "Besides, fair Applejack, your ancestor was one of the six ponies who helped to shape Equestria, into the amazing place it is today."

A.J. said nothing, an uncertain look crossing her face. Majesty then stepped forward, and bowed again to the Queen.

"Thank you again for everything, your highness." The princess finished. "I shall give your regards to my mother, and I hope our kingdoms can be friends someday."  
...

 _As she finished telling me her story, Majesty sat back in her throne, looking out the window wistfully. After several minutes of silence, I finally spoke up, and asked. "So what became of everyone else you were adventuring with, my queen?"_

 _Majesty looked back to me sadly, and spoke. "After our pleasant stay in Equestria, Queen Skyla saw us all taken home. Hollywood went back to Flutter Valley for a time, but eventually left to become a waitress in Fort Rainbow Dash. I think she's still waiting for her acting career to take off. As you know, Tornado returned to Misty Mountain, where he lived out the rest of his days with his mountain boy friends. I was very sad to hear of your father's passing, Baron Firehooves, he was a dear friend to us all."_

 _"Applejack and Wind Whistler came back to the castle with you, and they still live here." I shiver. "Though poor Windy had her personality altered in an unfortunate incident."_

 _"Indeed, I sometimes miss the old whistling airhead, even if her new logical genius personality is rather helpful around the castle." The queen sighed. "Tux and I stayed in contact over the years, and eventually he accepted my marriage proposal- thoguh I had to make it a royal command to make him do it." Majesty cracked a small smile. "That's why Tux 'n tails in the King-consort of dream Valley now. He has been a wonderful husband."_

 _"But what about your mother?" I asked, putting down my notebook, as I finished writing. "Did you ever make up with her?"_

 _My queen gazed out the window again, and a very sad look came across her weary face..._

It was the middle of the afternoon in the Dream Castle throne room, and the queen had just finished court for the day. As the guards were departing, the queen noticed the form of a familiar teenage filly trotting up to the throne. The weariness of the world showing on her face, making her look a hundred years older than she actually was.

"My daughter." The queen said, a tinge of emotion in her voice. "You have returned."

"I-I'm sorry mother..." The teenage filly whimpered, tears flowing down her eyes. "...I-I didn't know, what you had to go through as a princess... and as a queen. I understand now."

"No my daughter, I'm the one who's sorry." The queen stepped down from her throne, pulling the teen filly into a tight embrace, while tears came out of the queen's eyes. "I'm sorry the world had to break you, the way it did me."

The two unicorns -mother and daughter- embraced each other... making all of the pains and responsibilities of the world around the simply fade away.

-end-


End file.
